CDK2 DEGRADERS AND USES THEREOF

CROSS-REFERNCE TO RELATED APPLICATIONS

[0001] This application claims the benefit of priority to U.S. Provisional Appl. No. 63/373,018, filed August 19, 2022, U.S. Provisional Appl. No. 63/380,914, filed October 25, 2022, U.S. Provisional Appl. No. 63/493,926, filed April 3, 2023, and U.S. Provisional Appl. No. 63/522,640, filed June 22, 2023, the contents of which is herein incorporated by reference.

TECHNICAL FIELD OF THE INVENTION

[0002] The present invention relates to compounds and methods useful for the modulation of cyclin- dependent kinase 2 (“CDK2”) protein via ubiquitination and/or degradation by compounds according to the present invention. The invention also provides pharmaceutically acceptable compositions comprising compounds of the present invention and methods of using said compositions in the treatment of various disorders.

BACKGROUND OF THE INVENTION

[0003] Ubiquitin-Proteasome Pathway (UPP) or Ubiquitin-Proteasome System (UPS) is a critical pathway that regulates key regulator proteins and degrades misfolded or abnormal proteins. UPP is central to multiple cellular processes, and if defective or imbalanced, it leads to pathogenesis of a variety of diseases. The covalent attachment of ubiquitin to specific protein substrates is achieved through the action of E3 ubiquitin ligases.

[0004] There are over 600 E3 ubiquitin ligases which facilitate the ubiquitination of different proteins in vivo, which can be divided into four families: HECT-domain E3s, U-box E3s, monomeric RING E3s and multi-subunit E3s. See generally Li et al. (PLOS One, 2008, 3, 1487) titled “Genome-wide and functional annotation of human E3 ubiquitin ligases identifies MULAN, a mitochondrial E3 that regulates the organelle’s dynamics and signaling.”; Bemdsen et al. (Nat. Struct. Mol. Biol., 2014, 21, 301-307) titled “New insights into ubiquitin E3 ligase mechanism”; Deshaies et al. (Ann. Rev. Biochem., 2009, 78, 399- 434) titled “RING domain E3 ubiquitin ligases.”; Spratt et al. (Biochem. 2014, 458, 421 -437) titled “RBR E3 ubiquitin ligases: new structures, new insights, new questions.”; and Wang et al. (Nat. Rev. Cancer., 2014, 14, 233-347) titled “Roles of F-box proteins in cancer.”

[0005] The UPP is used to induce selective protein degradation, including use of fusion proteins to artificially ubiquitinate target proteins and synthetic small-molecule probes to induce proteasome- dependent degradation. Bifunctional compounds composed of a target protein-binding ligand and an E3 ubiquitin ligase ligand, induced proteasome-mediated degradation of selected proteins via their recruitment to E3 ubiquitin ligase and subsequent ubiquitination. These drug-like molecules offer the possibility of temporal control over protein expression. Such compounds are capable of inducing the inactivation of a protein of interest upon addition to cells or administration to an animal or human, and could be useful as biochemical reagents and lead to a new paradigm for the treatment of diseases by removing pathogenic or oncogenic proteins (Crews C, Chemistry & Biology, 2010, 17(6):551 -555; Schnnekloth JS Jr., Chembiochem, 2005, 6(l):40-46).

[0006] An ongoing need exists in the art for effective treatments for disease, especially cancers. Cyclin-dependent kinases (CDKs) are a family of serine/threonine kinases. Heterodimerized with regulatory subunits known as cyclins, such as cyclin El (“CCNE1”), CDKs become fully activated and regulate key cellular processes including cell cycle progression and cell division. Uncontrolled proliferation is a hallmark of cancer cells. The deregulation of the CDK activity is associated with abnormal regulation of cell-cycle, and is detected in virtually all forms of human cancers. As such, small molecule therapeutic agents that leverage UPP mediated protein degradation to target cancer-associated proteins such as cyclin-dependent kinase 2 (“CDK2”) or CDK2 and CCNE1 protein hold promise as therapeutic agents. Accordingly, there remains a need to find compounds that are CDK2 or CDK2 and CCNE 1 degraders useful as therapeutic agents.

SUMMARY OF THE INVENTION

[0007] The present application relates novel bifunctional compounds, which function to recruit CDK2 or CDK2 and CCNE1 protein to E3 ubiquitin ligase for degradation, and methods of preparation and uses thereof. In particular, the present disclosure provides bifunctional compounds, which find utility as modulators of targeted ubiquitination of CDK2 or CDK2 and CCNE1, which is then degraded and/or otherwise inhibited by the bifunctional compounds as described herein. Also provided are monovalent compounds, which find utility as inducers of targeted ubiquitination of CDK2 or CDK2 and CCNE1, which are then degraded and/or otherwise inhibited by the monovalent compounds as described herein. An advantage of the compounds provided herein is that a broad range of pharmacological activities is possible, consistent with the degradation/inhibition of CDK2 or CDK2 and CCNE1. In addition, the description provides methods of using an effective amount of the compounds as described herein for the treatment or amelioration of a disease condition, such those caused by aberrant CDK2 or CDK2 and CCNE1 activity.

[0008] The present application further relates to targeted degradation of CDK2 or CDK2 and CCNE 1 protein through the use of bifunctional molecules, including bifunctional molecules that link a cereblon- binding moiety to a ligand that binds CDK2 or CDK2 and CCNE1 .

[0009] It has now been found that compounds of this invention, and pharmaceutically acceptable compositions thereof, are effective as degraders of CDK2 or CDK2 and CCNE1 protein. Such compounds have the general formula I: or a pharmaceutically acceptable salt thereof, wherein each variable is as defined and described herein.

[0010] Compounds of the present invention, and pharmaceutically acceptable compositions thereof, are useful for treating a variety of diseases, disorders or conditions, associated with regulation of CDK2 protein. Such diseases, disorders, or conditions include those described herein.

[0011] Compounds provided by this invention are also useful for the study of CDK2 protein in biological and pathological phenomena; and the comparative evaluation of new CDK2 inhibitors or CDK2 degraders, in vitro or in vivo.

DETAILED DESCRIPTION OF CERTAIN EMBODIMENTS

1. General Description of Certain Embodiments of the Invention:

[0012] Compounds of the present invention, and compositions thereof, are useful as degraders and/or inhibitors of CDK protein. In some embodiments, a provided compound degrades and/or inhibits CDK2 protein. In some embodiments, a provided compound degrades and/or inhibits CDK2 and CCNE1 protein.

[0013] In certain embodiments, the present invention provides a compound of formula I: or a pharmaceutically acceptable salt thereof, wherein:

CBM is a CDK binding moiety capable of binding CDK2 or CDK2 and CCNE1;

L is a bivalent moiety that connects CBM to DIM; and

DIM is a degradation inducing moiety, such as a ligase binding moiety (LBM), lysine mimetic, or hydrogen atom.

2. Compounds and Definitions:

[0014] Compounds of the present invention include those described generally herein, and are further illustrated by the classes, subclasses, and species disclosed herein. As used herein, the following definitions shall apply unless otherwise indicated. For purposes of this invention, the chemical elements are identified in accordance with the Periodic Table of the Elements, CAS version, Handbook of Chemistry and Physics, 75 ^th Ed. Additionally, general principles of organic chemistry are described in “Organic Chemistry”, Thomas Sorrell, University Science Books, Sausalito: 1999, and “March’s Advanced Organic Chemistry”, 5 ^th Ed., Ed.: Smith, M.B. and March, J., John Wiley & Sons, New York: 2001, the entire contents of which are hereby incorporated by reference.

[0015] The term “aliphatic” or “aliphatic group”, as used herein, means a straight- chain (i.e., unbranched) or branched, substituted or unsubstituted hydrocarbon chain that is completely saturated or that contains one or more units of unsaturation, or a monocyclic, bicyclic, bridged bicyclic, or spirocyclic hydrocarbon that is completely saturated or that contains one or more units of unsaturation, but which is not aromatic (also referred to herein as "carbocycle," “cycloaliphatic” or “cycloalkyl”), that has a single point of attachment to the rest of the molecule. Unless otherwise specified, aliphatic groups contain 1 -6 aliphatic carbon atoms. In some embodiments, aliphatic groups contain 1-5 aliphatic carbon atoms. In other embodiments, aliphatic groups contain 1-4 aliphatic carbon atoms. In still other embodiments, aliphatic groups contain 1-3 aliphatic carbon atoms, and in yet other embodiments, aliphatic groups contain 1-2 aliphatic carbon atoms. In some embodiments, “cycloaliphatic” (or “carbocycle” or “cycloalkyl”) refers to a monocyclic C ₃ -C ₆ hydrocarbon that is completely saturated or that contains one or more units of unsaturation, but which is not aromatic, that has a single point of attachment to the rest of the molecule. Suitable aliphatic groups include, but are not limited to, linear or branched, substituted or unsubstituted alkyl, alkenyl, alkynyl groups and hybrids thereof such as (cycloalkyl)alkyl, (cycloalkenyl)alkyl or (cycloalkyl)alkenyl.

[0016] As used herein, the term “bridged bicyclic” refers to any bicyclic ring system, i.e. carbocyclic or heterocyclic, saturated or partially unsaturated, having at least one bridge. As defined by IUPAC, a “bridge” is an unbranched chain of atoms or an atom or a valence bond connecting tw o bridgeheads, where a “bridgehead” is any skeletal atom of the ring system which is bonded to three or more skeletal atoms (excluding hydrogen). In some embodiments, a bridged bicyclic group has 7-12 ring members and 0-4 heteroatoms independently selected from nitrogen, oxygen, or sulfur. Such bridged bicyclic groups are well known in the art and include those groups set forth below where each group is attached to the rest of the molecule at any substitutable carbon or nitrogen atom. Unless otherwise specified, a bridged bicyclic group is optionally substituted with one or more substituents as set forth for aliphatic groups. Additionally or alternatively, any substitutable nitrogen of a bridged bicyclic group is optionally substituted. Exemplary bridged bicyclics include:

[0017] The term “lower alkyl” refers to a C _1-4 straight or branched alkyl group. Exemplary lower alkyl groups are methyl, ethyl, propyl, isopropyl, butyl, isobutyl, and tert-butyl.

[0018] The term “lower haloalkyl” refers to a C _1-4 straight or branched alkyl group that is substituted with one or more halogen atoms.

[0019] The term “heteroatom” means one or more of oxygen, sulfur, nitrogen, phosphorus, or silicon (including, any oxidized form of nitrogen, sulfur, phosphorus, or silicon; the quatemized form of any basic nitrogen or; a substitutable nitrogen of a heterocyclic ring, for example N (as in 3,4-dihydro-27f-pyrrolyl), NH (as in pyrrolidinyl) or NR ⁺ (as in N-substituted pyrrolidinyl)).

[0020] The term "unsaturated," as used herein, means that a moiety has one or more units of unsaturation.

[0021] As used herein, the term “bivalent C _1-8 (or C _1-6 ) saturated or unsaturated, straight or branched, hydrocarbon chain”, refers to bivalent alkylene, alkenylene, and alkynylene chains that are straight or branched as defined herein.

[0022] The term “alkylene” refers to a bivalent alkyl group. An “alkylene chain” is a polymethylene group, i.e., -(CH ₂ ) _n - wherein n is a positive integer, preferably from 1 to 6, from 1 to 4, from 1 to 3, from 1 to 2, or from 2 to 3. A substituted alkylene chain is a polymethylene group in which one or more methylene hydrogen atoms are replaced with a substituent. Suitable substituents include those described below for a substituted aliphatic group.

[0023] The term “alkenylene” refers to a bivalent alkenyl group. A substituted alkenylene chain is a polymethylene group containing at least one double bond in which one or more hydrogen atoms are replaced with a substituent. Suitable substituents include those described below for a substituted aliphatic group.

[0024] As used herein, the term “cyclopropylenyl” refers to a bivalent cyclopropyl group of the following structure:

[0025] The term “halogen” means F, Cl, Br, or I.

[0026] The term “aryl” used alone or as part of a larger moiety as in “aralkyl,” “aralkoxy,” or

“aryloxyalkyl,” refers to monocyclic or bicyclic ring systems having a total of five to fourteen ring members, wherein at least one ring in the system is aromatic and wherein each ring in the system contains 3 to 7 ring members. The term “aryl” may be used interchangeably with the term “aryl ring.” In certain embodiments of the present invention, “aryl” refers to an aromatic ring system which includes, but not limited to, phenyl, biphenyl, naphthyl, anthracyl and the like, which may bear one or more substituents. Also included within the scope of the term “aryl,” as it is used herein, is a group in which an aromatic ring is fused to one or more non-aromatic rings, such as indanyl, phthalimidyl, naphthimidyl, phenanthridinyl, or tetrahydronaphthyl, and the like.

[0027] The terms “heteroaryl” and “heteroar-,” used alone or as part of a larger moiety, e.g., “heteroaralkyl,” or “heteroaralkoxy,” refer to groups having 5 to 10 ring atoms, preferably 5, 6, or 9 ring atoms; having 6, 10, or 14 x electrons shared in a cyclic array; and having, in addition to carbon atoms, from one to five heteroatoms. The term “heteroatom” refers to nitrogen, oxygen, or sulfur, and includes any oxidized form of nitrogen or sulfur, and any quatemized form of a basic nitrogen. Heteroaryl groups include, without limitation, thienyl, furanyl, pyrrolyl, imidazolyl, pyrazolyl, triazolyl, tetrazolyl, oxazolyl, isoxazolyl, oxadiazolyl, thiazolyl, isothiazolyl, thiadiazolyl, pyridyl, pyridazinyl, pyrimidinyl, pyrazinyl, indolizinyl, purinyl, naphthyridinyl, and pteridinyl. The terms “heteroaryl” and “heteroar-”, as used herein, also include groups in which a heteroaromatic ring is fused to one or more aryl, cycloaliphatic, or heterocyclyl rings, where the radical or point of attachment is on the heteroaromatic ring. Nonlimiting examples include indolyl, isoindolyl, benzothienyl, benzofuranyl, dibenzofuranyl, indazolyl, benzimidazolyl, benzthiazolyl, quinolyl, isoquinolyl, cinnolinyl, phthalazinyl, quinazolinyl, quinoxalinyl, 4/f-quinolizinyl, carbazolyl, acridinyl, phenazinyl, phenothiazinyl, phenoxazinyl, tetrahydroquinolinyl, tetrahydroisoquinolinyl, and pyrido[2,3-b]-l,4-oxazin-3(4H)-one. A heteroaryl group may be mono- or bicyclic. A heteroaryl ring may include one or more oxo (=0) or thioxo (=S) substituent. The term “heteroaryl” may be used interchangeably with the terms “heteroaryl ring,” “heteroaryl group,” or “heteroaromatic,” any of which terms include rings that are optionally substituted. The term “hetero aralkyl” refers to an alkyl group substituted by a heteroaryl, wherein the alkyl and heteroaryl portions independently are optionally substituted.

[0028] As used herein, the terms “heterocycle,” “heterocyclyl,” “heterocyclic radical,” and “heterocyclic ring” are used interchangeably and refer to a stable 5- to 7-membered monocyclic or 7-10- membered bicyclic heterocyclic moiety that is either saturated or partially unsaturated, and having, in addition to carbon atoms, one or more, preferably one to four, heteroatoms, as defined above. When used in reference to a ring atom of a heterocycle, the term "nitrogen" includes a substituted nitrogen. As an example, in a saturated or partially unsaturated ring having 0-3 heteroatoms selected from oxygen, sulfur or nitrogen, the nitrogen may be N (as in 3,4-dihydro-2//-pyrrolyl), NH (as in pyrrolidinyl), or ⁺ NR (as in A-substituted pyrrolidinyl).

[0029] A heterocyclic ring can be attached to its pendant group at any heteroatom or carbon atom that results in a stable structure and any of the ring atoms can be optionally substituted. Examples of such saturated or partially unsaturated heterocyclic radicals include, without limitation, tetrahydrofuranyl, tetrahydrothiophenyl pyrrolidinyl, piperidinyl, pyrrolinyl, tetrahydroquinolinyl, tetrahydroisoquinolinyl, decahydroquinolinyl, oxazolidinyl, piperazinyl, dioxanyl, dioxolanyl, diazepinyl, oxazepinyl, thiazepinyl, morpholinyl, and quinuclidinyl. The terms “heterocycle,” “heterocyclyl,” “heterocyclyl ring,” “heterocyclic group,” “heterocyclic moiety,” and “heterocyclic radical,” are used interchangeably herein, and also include groups in which a heterocyclyl ring is fused to one or more aryl, heteroaryl, or cycloaliphatic rings, such as indolinyl, 3//-indolyl, chromanyl, phenanthridinyl, or tetrahydroquinolinyl. A heterocyclyl group may be monocyclic, bicyclic, bridged bicyclic, or spirocyclic. A heterocyclic ring may include one or more oxo (=0) or thioxo (=S) substituent. The term “heterocyclylalkyl” refers to an alkyl group substituted by a heterocyclyl, wherein the alkyl and heterocyclyl portions independently are optionally substituted.

[0030] As used herein, the term “partially unsaturated” refers to a ring moiety that includes at least one double or triple bond. The term “partially unsaturated” is intended to encompass rings having multiple sites of unsaturation, but is not intended to include aryl or heteroaryl moieties, as herein defined.

[0031] As described herein, compounds of the invention may contain “optionally substituted” moieties. In general, the term “substituted” means that one or more hydrogens of the designated moiety are replaced with a suitable substituent. Unless otherwise indicated, an “optionally substituted” group may have a suitable substituent at each substitutable position of the group, and when more than one position in any given structure may be substituted with more than one substituent selected from a specified group, the substituent may be either the same or different at every position. Combinations of substituents envisioned by this invention are preferably those that result in the formation of stable or chemically feasible compounds. The term “stable,” as used herein, refers to compounds that are not substantially altered when subjected to conditions to allow for their production, detection, and, in certain embodiments, their recovery, purification, and use for one or more of the purposes disclosed herein.

[0032] Suitable monovalent substituents on a substitutable carbon atom of an “optionally substituted” group are independently halogen; -(CH ₂ ) _0-4 R°; -(CH ₂ ) _0-4 OR°; -O(CH ₂ ) _0-4 R°, C) (CH ₂ ) _0-4 C(O)OR°; -(CH ₂ ) _0-4 CH(OR°) ₂ ; —(CH ₂ ) _0-4 SR°; -(CH ₂ ) _0-4 Ph, which may be substituted with R°; —(CH ₂ ) _0-4 O(CH ₂ ) _0-1 Ph which may be substituted with R°; -CH=CHPh, which may be substituted with R°; -(CH ₂ ) _0-4 C(CH ₂ ) _0-1 - pyridyl which may be substituted with R°; -NO ₂ ; -CN; -N ₃ ; -(CH ₂ ) _0-4 N(R°) ₂ ; -(CH ₂ ) _0-4 N(R°)C(O)R°; - N(R°)C(S)R°; -(CH ₂ ) _0-4 N(R°)C(O)NR° ₂ ; -N(R°)C(S)NR° ₂ ; -(CH ₂ ) _0-4 N(R°)C(O)OR°;

N(R°)N(R°)C(O)R°; -N(R°)N(R°)C(O)NR° ₂ ; -N(R°)N(R°)C(O)OR°; -(CH ₂ ) _0-4 C(O)R°; -C(S)R°; -(CH ₂ ) _0-4 C(O)OR°; -(CH ₂ ) _0-4 C(O)SR°; -(CH ₂ ) _0-4 C(O)OSiR° ₃ ; -(CH ₂ ) _0-4 OC(O)R°; -OC(O)(CH ₂ ) _0-4 SR°; - (CH ₂ ) _0-4 SC(O)R°; -(CH ₂ ) _0-4 C(O)NR° ₂ ; -C(S)NR° ₂ ; -C(S)SR°; -SC(S)SR°, -(CH ₂ ) _0-

₄ OC(O)NR° ₂ ; -C(O)N(OR°)R°; -C(O)C(O)R°; -C(O)CH ₂ C(O)R°; -C(NOR°)R°; -(CH ₂ ) _0-4 SSR°; -(CH ₂ ) _{0- 4} S(O) ₂ R°; -(CH ₂ ) _0-4 S(O) ₂ OR°; -(CH ₂ ) _0-4 OS(O) ₂ R°; -S(O) ₂ NR° ₂ ; -(CH ₂ ) _0-4 S(O)R°; -N(R°)S(O) ₂ NR° ₂ ; - N(R°)S(O) ₂ R°; -N(OR°)R°; -C(NH)NR° ₂ ; -(CH ₂ ) _0-4 P(O) ₂ R°; -(CH ₂ ) _0-4 P(O)R° ₂ ; -(CH ₂ ) _0-4 P(O)(OR°) ₂ ; -(CH ₂ ) _0-4 OP(O)R° ₂ ; -(CH ₂ ) _0-4 OP(C))(OR°) ₂ : SiR° ₃ ; — (C _1-4 straight or branched alkylene)O-N(R°) ₂ ; or-(C _1- 4 straight or branched alkylene)C(O)O-N(R°) ₂ , wherein each R° may be substituted as defined below and is independently hydrogen, C _1-6 aliphatic, -CH ₂ Ph, -O( CH ₂ ) _0-1 Ph, -CH ₂ -(5-6 membered heteroaryl ring), or a 5-6-membered saturated, partially unsaturated, or aryl ring having 0-4 heteroatoms independently selected from nitrogen, oxygen, or sulfur, or, notwithstanding the definition above, two independent occurrences of R°, taken together with their intervening atom(s), form a 3-12-membered saturated, partially unsaturated, or aryl mono- or bicyclic ring having 0-4 heteroatoms independently selected fium nitrogen, oxygen, or sulfur, which may be substituted as defined below.

[0033] Suitable monovalent substituents on R° (or the ring formed by taking two independent occurrences of R° together with their intervening atoms), are independently halogen, -(CH ₂ ) _0-2 R ^● , - (haloR ^● ), -(CH ₂ ) _0-2 OH, -(CH ₂ ) _0-2 OR ^● , -(CH ₂ ) _0-2 CH(OR ^● ) ₂ ; -O(haloR ^● ), -CN, -N ₃ , -(CH ₂ ) _0-2 C(O)R ^● , - (CH ₂ ) _0-2 C(O)OH, -(CH ₂ ) _0-2 C(O)OR ^● , - (CH ₂ ) _0-2 SR ^● , -(CH ₂ ) _0-2 SH, -(CH ₂ ) _0-2 NH ₂ , -(CH ₂ ) _0-2 NHR ^● , - (CH ₂ ) _0-2 NR _●2 , -NO ₂ , -SiR ^● ₃ , -OSiR ^● ₃ , -C(O)SR ^● -(C _1-4 straight or branched alkylene)C(O)OR ^● , or - SSR ^● wherein each R ^● is unsubstituted or where preceded by “halo” is substituted only with one or more halogens, and is independently selected from C _1-4 aliphatic, -CH ₂ Ph, -O( CH ₂ ) _0-1 Ph, or a 5-6-membered saturated, partially unsaturated, or aryl ring having 0-4 heteroatoms independently selected from nitrogen, oxygen, or sulfur. Suitable divalent substituents on a saturated carbon atom of R° include =0 and =S. [0034] Suitable divalent substituents on a saturated carbon atom of an “optionally substituted” group include the following: =O, =S, =NNR\ =NNHC(O)R ^● , ~NNI 1C(O)OR ^● , =NNHS(O) ₂ R ^● , =NR*, =NOR ^● , - O(C(R ^● ₂ )) ₂ -3O— , or -S(C(R ^● ₂ )) ₂ -3S- wherein each independent occurrence of R* is selected from hydrogen, Ci-6 aliphatic which may be substituted as defined below, or an unsubstituted 5-6-membered saturated, partially unsaturated, or aryl ring having 0-4 heteroatoms independently selected from nitrogen, oxygen, or sulfur. Suitable divalent substituents that are bound to vicinal substitutable carbons of an “optionally substituted” group include: -O(CR ^● ₂ ) ₂ -3O-, wherein each independent occurrence of R* is selected from hydrogen, C _1-6 aliphatic which may be substituted as defined below, or an unsubstituted 5-6-membered saturated, partially unsaturated, or aryl ring having 0-4 heteroatoms independently selected from nitrogen, oxygen, or sulfur.

[0035] Suitable substituents on the aliphatic group of R ^● include halogen, -R ^● , -(haloR ^● ), -OH, -OR ^● , -O(haloR ^● ), -CN, -C(O)OH, -C(O)OR ^● , -NH ₂ , -NHR ^● , -NR ^● ₂ , or -NO ₂ , wherein each R ^● is unsubstituted or where preceded by “halo” is substituted only with one or more halogens, and is independently C _1-4 aliphatic, -CH ₂ Ph, -O( CH ₂ ) _0-1 Ph, or a 5-6-membered saturated, partially unsaturated, or aryl ring having 0-4 heteroatoms independently selected from nitrogen, oxygen, or sulfur.

[0036] Suitable substituents on a substitutable nitrogen of an “optionally substituted” group include - R ^† , -NR^, -C(O)R ^† , -C(O)OR ^† , -C(O)C(O)R ^t , -C(O)CH ₂ C(O)R ⁱ , -8(O) ₂ ^, -S(O) ₂ NR ^t ₂ , -C(S)NR ⁱ ₂ , - C(NH)NR ^† ' ₂ , or -N(R' ⁱ ')S(O) ₂ R' ⁱ ; wherein each R' ^f is independently hydrogen, C _1-6 aliphatic which may be substituted as defined below, unsubstituted -OPh, or an unsubstituted 5-6-membered saturated, partially unsaturated, or aryl ring having 0-4 heteroatoms independently selected from nitrogen, oxygen, or sulfur, or, notwithstanding the definition above, two independent occurrences of R ', taken together with their intervening atom(s) form an unsubstituted 3-12-membered saturated, partially unsaturated, or aryl mono- or bicyclic ring having 0-4 heteroatoms independently selected from nitrogen, oxygen, or sulfur.

[0037] Suitable substituents on the aliphatic group of R ^† are independently halogen, -R ^● , -(haloR ^● ), - OH, -OR ^● , -O(haloR ^● ), -CN, -C(O)OH, -C(O)OR ^● , -NH ₂ , -NHR ^● , -NR ^● ₂ , or -NO ₂ , wherein each R ^● is unsubstituted or where preceded by “halo” is substituted only with one or more halogens, and is independentCly _1-4 aliphatic, -CH ₂ Ph, -O( CH ₂ ) _0-1 Ph, or a 5-6-membered saturated, partially unsaturated, or aryl ring having 0-4 heteroatoms independently selected from nitrogen, oxygen, or sulfur.

[0038] As used herein, the term "pharmaceutically acceptable salt" refers to those salts which are, within the scope of sound medical judgment, suitable for use in contact with the tissues of humans and lower animals without undue toxicity, irritation, allergic response and the like, and are commensurate with a reasonable benefit/risk ratio. Pharmaceutically acceptable salts are well known in the art. For example, S. M. Berge et al., describe pharmaceutically acceptable salts in detail in J. Pharmaceutical Sciences, 1977, 66, 1-19, incorporated herein by reference. Pharmaceutically acceptable salts of the compounds of this invention include those derived from suitable inorganic and organic acids and bases. Examples of pharmaceutically acceptable, nontoxic acid addition salts are salts of an amino group formed with inorganic acids such as hydrochloric acid, hydrobromic acid, phosphoric acid, sulfuric acid and perchloric acid or with organic acids such as acetic acid, oxalic acid, maleic acid, tartaric acid, citric acid, succinic acid or malonic acid or by using other methods used in the art such as ion exchange. Other pharmaceutically acceptable salts include adipate, alginate, ascorbate, aspartate, benzenesulfonate, benzoate, bisulfate, borate, butyrate, camphorate, camphorsulfonate, citrate, cyclopentanepropionate, digluconate, dodecylsulfate, ethanesulfonate, formate, fumarate, glucoheptonate, glycerophosphate, gluconate, hemisulfate, heptanoate, hexanoate, hydroiodide, 2-hydroxy-ethanesulfonate, lactobionate, lactate, laurate, lauryl sulfate, malate, maleate, malonate, methanesulfonate, 2-naphthalenesulfonate, nicotinate, nitrate, oleate, oxalate, palmitate, pamoate, pectinate, persulfate, 3 -phenylpropionate, phosphate, pivalate, propionate, stearate, succinate, sulfate, tartrate, thiocyanate, p-toluenesulfonate, undecanoate, valerate salts, and the like.

[0039] Salts derived from appropriate bases include alkali metal, alkaline earth metal, ammonium and N (C i ^al ky 1 )4 salts. Representative alkali or alkaline earth metal salts include sodium, lithium, potassium, calcium, magnesium, and the like. Further pharmaceutically acceptable salts include, when appropriate, nontoxic ammonium, quaternary ammonium, and amine cations formed using counterions such as halide, hydroxide, carboxylate, sulfate, phosphate, nitrate, loweralkyl sulfonate and aryl sulfonate. In some embodiments, the provided compounds are purified in salt form for convenience and/or ease of purification, e.g., using an acidic or basic mobile phase during chromatography. Salts forms of the provided compounds formed during chromotagraphic purification are contemplated herein and are readily apparent to those having skill in the art.

[0040] Unless otherwise stated, structures depicted herein are also meant to include all isomeric (e.g., enantiomeric, diastereomeric, and geometric (or conformational)) forms of the structure; for example, the R and S configurations for each asymmetric center, Z and E double bond isomers, and Z and E conformational isomers. Therefore, single stereochemical isomers as well as enantiomeric, diastereomeric, and geometric (or conformational) mixtures of the present compounds are within the scope of the invention. Unless otherwise stated, all tautomeric forms of the compounds of the invention are within the scope of the invention. Additionally, unless otherwise stated, structures depicted herein are also meant to include compounds that differ only in the presence of one or more isotopically enriched atoms. For example, compounds having the present structures including the replacement of hydrogen by deuterium or tritium, or the replacement of a carbon by a ¹³ C- or ¹⁴ C-enriched carbon are within the scope of this invention. Such compounds are useful, for example, as analytical tools, as probes in biological assays, or as therapeutic agents in accordance with the present invention

[0041] As used herein, the term “provided compound” refers to any genus, subgenus, and/or species set forth herein.

[0042] As used herein, the term “inhibitor” is defined as a compound that binds to and/or inhibits CDK2 or CDK2 and CCNE1 with measurable affinity. In certain embodiments, an inhibitor has an IC50 and/or binding constant of less than about 50 pM, less than about 1 pM, less than about 500 nM, less than about 100 nM, less than about 10 nM, or less than about 1 nM.

[0043] As used herein, the term “degrader” is defined as a heterobifunctional compound that binds to and/or inhibits both CDK2 or CDK2 and CCNE1, and an E3 ligase with measurable affinity resulting in the ubiquitination and subsequent degradation of the CDK2 or CDK2 and CCNE 1. In certain embodiments, a degrader has an DC50 of less than about 50 pM, less than about 1 pM, less than about 500 nM, less than about 100 nM, less than about 10 nM, or less than about 1 nM. As used herein, the term “monovalent” refers to a degrader compound without an appended E3 ligase binding moiety.

[0044] A compound of the present invention may be tethered to a detectable moiety. It will be appreciated that such compounds are useful as imaging agents. One of ordinary skill in the art will recognize that a detectable moiety may be attached to a provided compound via a suitable substituent. As used herein, the term “suitable substituent” refers to a moiety that is capable of covalent attachment to a detectable moiety. Such moieties are well known to one of ordinary skill in the art and include groups containing, e.g., a carboxylate moiety, an amino moiety, a thiol moiety, or a hydroxyl moiety, to name but a few. It will be appreciated that such moieties may be directly attached to a provided compound or via a tethering group, such as a bivalent saturated or unsaturated hydrocarbon chain. In some embodiments, such moieties may be attached via click chemistry. In some embodiments, such moieties may be attached via a 1,3 -cycloaddition of an azide with an alkyne, optionally in the presence of a copper catalyst. Methods of using click chemistry are known in the art and include those described by Rostovtsev et al., Angew. Chem. Int. Ed. 2002, 41 :2596-9 and Sun etal., Bioconjugate Chem., 2006, 17:52-7.

[0045] As used herein, the term “detectable moiety” is used interchangeably with the term "label" and relates to any moiety capable of being detected, e.g., primary labels and secondary labels. Primary labels, such as radioisotopes (e.g., tritium, ³² P, ³³ P, ³⁵ S, or ¹⁴ C), mass-tags, and fluorescent labels are signal generating reporter groups which can be detected without further modifications. Detectable moieties also include luminescent and phosphorescent groups.

[0046] The term “secondary label” as used herein refers to moieties such as biotin and various protein antigens that require the presence of a second intermediate for production of a detectable signal. For biotin, the secondary intermediate may include streptavidin-enzyme conjugates. For antigen labels, secondaiy intermediates may include antibody-enzyme conjugates. Some fluorescent groups act as secondary labels because they transfer energy to another group in the process of nonradiative fluorescent resonance energy transfer (FRET), and the second group produces the detected signal.

[0047] The teims “fluorescent label”, “fluorescent dye”, and “fluorophore” as used herein refer to moieties that absorb light energy at a defined excitation wavelength and emit light energy at a different wavelength. Examples of fluorescent labels include, but are not limited to: Alexa Fluor dyes (Alexa Fluor 350, Alexa Fluor 488, Alexa Fluor 532, Alexa Fluor 546, Alexa Fluor 568, Alexa Fluor 594, Alexa Fluor 633, Alexa Fluor 660 and Alexa Fluor 680), AMCA, AMCA-S, BODIPY dyes (BODIPY FL, BODIPY R6G, BODIPY TMR, BODIPY TR, BODIPY 530/550, BODIPY 558/568, BODIPY 564/570, BODIPY 576/589, BODIPY 581/591, BODIPY 630/650, BODIPY 650/665), Carboxyrhodamine 6G, carboxy-X- rhodamine (ROX), Cascade Blue, Cascade Yellow, Coumarin 343, Cyanine dyes (Cy3, Cy5, Cy3.5, Cy5.5), Dansyl, Dapoxyl, Dialkylaminocoumarin, 4 ^† ,5 ^† -Dichloro-2 ^† ,7 ^† -dimethoxy-fluorescein, DM-NERF, Eosin, Erythrosin, Fluorescein, FAM, Hydroxycoumarin, IRDyes (IRD40, IRD 700, IRD 800), JOE, Lissamine rhodamine B, Marina Blue, Methoxycoumarin, Naphtho fluorescein, Oregon Green 488, Oregon Green 500, Oregon Green 514, Pacific Blue, PyMPO, Pyrene, Rhodamine B, Rhodamine 6G, Rhodamine Green, Rhodamine Red, Rhodol Green, 2 ^† ,4 ^† ,5 ^† ,7 ^† -Tetra-bromosulfone-fluorescein, Tetramethyl-rhodamine (TMR), Carboxytetramethylrhodamine (TAMRA), Texas Red, Texas Red-X.

[0048] The teim “mass-tag” as used herein refers to any moiety that is capable of being uniquely detected by virtue of its mass using mass spectrometry (MS) detection techniques. Examples of mass-tags include electrophore release tags such as N-[3-[4’-[(p-Methoxytetrafluorobenzyl)oxy]phenyl]-3- methylglyceronyl]isonipecotic Acid, 4’-[2,3,5,6-Tetrafluoro-4-(pentafluorophenoxyl)]methyl acetophenone, and their derivatives. The synthesis and utility of these mass-tags is described in United States Patents 4,650,750, 4,709,016, 5,360,8191, 5,516,931, 5,602,273, 5,604,104, 5,610,020, and 5,650,270. Other examples of mass-tags include, but are not limited to, nucleotides, dideoxynucleotides, oligonucleotides of varying length and base composition, oligopeptides, oligosaccharides, and other synthetic polymers of varying length and monomer composition. A large variety of organic molecules, both neutral and charged (biomolecules or synthetic compounds) of an appropriate mass range (100-2000 Daltons) may also be used as mass-tags.

[0049] The terms “measurable affinity” and “measurably inhibit,” as used herein, means a measurable change in CDK2 or CDK2 and CCNE1 activity between a sample comprising a compound of the present invention, or composition thereof, and CDK2 or CDK2 and CCNE1, and an equivalent sample comprising CDK2 or CDK.2 and CCNE1, in the absence of said compound, or composition thereof. 3. Description of Exemplary Embodiments:

[0050] As described above, in certain embodiments, the present invention provides a compound of formula I:

I or a pharmaceutically acceptable salt thereof, wherein:

CBM is a CDK binding moiety capable of binding CDK2 or CDK2 and CCNE1;

L is a bivalent moiety that connects CBM to DIM; and

DIM is a degradation inducing moiety, such as a ligase binding moiety (LBM), lysine mimetic, or hydrogen atom.

CDK2 Binding Moiety (CBM)

[0051] As defined herein and described above, CBM is a CDK binding moiety capable of binding CDK2 protein. In some embodiments, CBM binds to CDK2 protein which then undergoes ubiquitination thereby marking the CDK2 for degradation via the Ubiquitin-Proteasome Pathway (UPP). In some embodiments, CBM is a CDK binding moiety capable of selectively binding and degrading CDK2 over other CDK proteins (e.g., CDK1, CDK3, CDK4, CDK5, CDK6, CDK7, CDK8, CDK9, etc.). In some embodiments, CBM is a CDK binding moiety capable of selectively binding and degrading CDK2 over one or more of CDK1, CDK4, and CDK9 proteins.

[0052] In some embodiments, CBM binds to CDK2 and CCNE1 protein which then undergoes ubiquitination thereby marking the CDK2 and CCNE1 for degradation via the Ubiquitin-Proteasome Pathway (UPP). In some embodiments, a provided compound is a dual CDK2 and CCNE1 degrader.

[0053] As defined herein and described below, wherein a formula is depicted using square brackets, e.g., , L is attached to a modifiable carbon, oxygen, nitrogen or sulfur atom within

CBM including substitution or replacement of a defined group in CBM.

[0054] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 or CDK2 and CCNE1 binding moiety thereby forming a compound of formula I-a: I -a or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described herein, and wherein:

Ring W and Ring X are independently fused rings selected from benzo, a 4 to 7-membered saturated or partially unsaturated carbocyclyl or heterocyclyl with 1 -3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5 to 6-membered heteroaryl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur;

Ring Y is a ring selected from phenylenyl, a 4 to 7-membered saturated or partially unsaturated carbocyclylenyl or heterocyclylenyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5 to 6-membered heteroaryl enyl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur;

Y is a covalent bond, -S(O) ₂ -, -S(O)-, -S(O)(NR)-, -P(O)R-, or -P(O)OR-;

X is -CR ₂ -, -CFR-, -CF2-, -NR-, or an optionally substituted ring selected from phenylenyl, a 3 to 12- membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic or spirocyclic carbocyclylenyl or heterocyclylenyl with 1 -3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5 to 6-membered heteroaryl enyl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur; each R ^w , R ^x , and R ^y is independently selected from hydrogen, R ^A , halogen, -CN, -NO ₂ , -OR, -SR, -NR ₂ , - SiR ₃ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)NR ₂ , -C(O)NROR, -OC(O)R, -OC(O)NR ₂ , -OP(O)R ₂ , -OP(O)(OR) ₂ , -OP(O)(OR)NR ₂ , -OP(O)(NR ₂ ) ₂ , -P(O)R ₂ , -P(O)(OR) ₂ , - P(O)(OR)NR ₂ , -P(O)(NR ₂ ) ₂ , -NRC(O)OR, -NRC(O)R, -NRC(O)N(R) ₂ , -NRS(O) ₂ R, -NP(O)R ₂ , - NRP(O)(OR) ₂ , -NRP(O)(OR)NR ₂ , and -NRP(O)(NR ₂ ) ₂ ; or two R ^w groups attached to the same carbon atom are optionally taken together to form a spiro fused ring selected from a 3-5 membered saturated or partially unsaturated carbocyclyl and a 3-5 membered saturated or partially unsaturated heterocyclyl having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur; each R ^A is independently an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 3-12 membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic or spirocyclic carbocyclyl or heterocyclyl with 1 -3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur; each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: two R groups on the same nitrogen are optionally taken together with their intervening atoms to form a 4-7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the nitrogen atom to which they are attached, independently selected from nitrogen, oxygen, and sulfur; and w, x, and y are independently 0, 1, 2, 3, or 4.

[0055] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 or CDK2 and CCNE1 binding moiety thereby forming a compound of formula I-b:

I-b or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described herein, and wherein:

Ring W and Ring X are independently rings selected from phenyl, a 4 to 7-membered saturated or partially unsaturated carbocyclyl or heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5 to 6-membered heteroaryl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur;

Ring Y is a ring selected from phenyl, a 4 to 7-membered saturated or partially unsaturated carbocyclyl or heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5 to 6-membered heteroaryl with 1 -4 heteroatoms independently selected from nitrogen, oxygen and sulfur;

Y is a covalent bond, -S(O) ₂ -, -S(O)-, -S(O)(NR)-, -P(O)R-, or -P(O)OR-;

X is -CR ₂ -, -CFR-, -CF ₂ -, -NR-, or an optionally substituted ring selected from phenylenyl, a 3 to 12- membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic or spirocyclic carbocyclylenyl or heterocyclylenyl with 1 -3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5 to 6-membered heteroaryl enyl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur; each R ^w , R ^x , and R ^y is independently selected from hydrogen, R ^A , halogen, -CN, -NO ₂ , -OR, -SR, -NR ₂ , - SiR ₃ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)NR ₂ , -C(O)NROR, -OC(O)R, -OC(O)NR ₂ , -OP(O)R ₂ , -OP(O)(OR) ₂ , -OP(O)(OR)NR ₂ , -OP(O)(NR ₂ ) ₂ , -P(O)R ₂ , -P(O)(OR) ₂ , - P(O)(OR)NR ₂ , -P(O)(NR ₂ ) ₂ , -NRC(O)OR, -NRC(O)R, -NRC(O)N(R) ₂ , -NRS(O) ₂ R, -NP(O)R ₂ , - NRP(O)(OR) ₂ , -NRP(O)(OR)NR _2J and -NRP(O)(NR ₂ ) ₂ ; or two R ^w groups attached to the same carbon atom are optionally taken together to form a spiro fused ring selected from a 3-5 membered saturated or partially unsaturated carbocyclyl and a 3-5 membered saturated or partially unsaturated heterocyclyl having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur; each R ^A is independently an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 3-12 membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic or spirocyclic carbocyclyl or heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur; each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: two R groups on the same nitrogen are optionally taken together with their intervening atoms to form a 4-7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the nitrogen atom to which they are attached, independently selected from nitrogen, oxygen, and sulfur; and

L ^y is a covalent bond or a C1-3 bivalent straight or branched saturated or unsaturated hydrocarbon chain wherein 1-2 methylene units of the chain are independently and optionally replaced with -O-, - C(O)-, -C(S)-, -CF ₂ -, -CRF-, -NR-, -S-, -S(O)-, -S(O) ₂ - or -CR=CR-; and v is 0 or 1; and w, x, and y are independently 0, 1, 2, 3, or 4.

[0056] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 or CDK2 and CCNE1 binding moiety thereby forming a compound of formula I-a ^† :

I-a ^† or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described herein, and wherein: Ring W and Ring X are independently fused rings selected from benzo, a 4 to 7-membered saturated or partially unsaturated carbocyclyl or heterocyclyl with 1 -3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5 to 6-membered heteroaryl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur;

Ring Y is a ring selected from phenylenyl, a 4 to 7-membered saturated or partially unsaturated carbocyclylenyl or heterocyclylenyl with 1 -3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5 to 6-membered heteroaryl enyl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur;

Y is a covalent bond, -S(O) ₂ -, -S(O)-, -S(O)(NR)-, -P(O)R-, -P(O)OR-, or

Ring Z is an optionally substituted 3-12 membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic or spirocyclic carbocyclyl or heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur;

Q ⁵ is carbon or sulfur;

X is -CR ₂ -, -CFR-, -CF2-, -NR-, or an optionally substituted ring selected from phenylenyl, a 3 to 12- membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic or spirocyclic carbocyclylenyl or heterocyclylenyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5 to 6-membered heteroaryl enyl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur; each R ^w , R ^x , and R ^y is independently selected from hydrogen, R ^A , halogen, -CN, -NO ₂ , -OR, -SR, -NR ₂ , - SiR ₃ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)NR ₂ , -C(O)NROR, -OC(O)R, -OC(O)NR ₂ , -OP(O)R ₂ , -OP(O)(OR) ₂ , -OP(O)(OR)NR ₂ , -OP(O)(NR ₂ ) ₂ , -P(O)R ₂ , -P(O)(OR) ₂ , - P(O)(OR)NR ₂ , -P(O)(NR ₂ ) ₂ , -NRC(O)OR, -NRC(O)R, -NRC(O)N(R) ₂ , -NRS(O) ₂ R, -NP(O)R ₂ , - NRP(O)(OR) ₂ , -NRP(O)(OR)NR ₂ , and -NRP(O)(NR ₂ ) ₂ ; or two R ^w groups attached to the same or adjacent carbon atom are optionally taken together to form a spiro fused or 1,2-fused ring selected from a 3-12 membered saturated or partially unsaturated carbocyclyl and a 3-12 membered saturated or partially unsaturated heterocyclyl having 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur; each R ^A is independently an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 3-12 membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic or spirocyclic carbocyclyl or heterocyclyl with 1 -3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur; each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: two R groups on the same atom are optionally taken together with their intervening atoms to form a 4-7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the atom or atoms to which they are attached, independently selected from nitrogen, oxygen, and sulfur; and w, x, and y are independently 0, 1, 2, 3, or 4.

[0057] In certain embodiments, the present invention provides a compound of formula I, wherein

CBM is a CDK2 or CDK2 and CCNE1 binding moiety thereby forming a compound of formula I-b ^† :

I-b ^† or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described herein, and wherein:

Ring W and Ring X are independently rings selected from phenyl, a 4 to 7-membered saturated or partially unsaturated carbocyclyl or heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5 to 6-membered heteroaryl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur;

Ring Y is a ring selected from phenyl, a 4 to 7-membered saturated or partially unsaturated carbocyclyl or heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5 to 6-membered heteroaryl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur;

Y is a covalent bond, -

Ring Z is an optionally substituted 3-12 membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic or spirocyclic carbocyclyl or heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur;

Q ⁵ is carbon or sulfur;

X is -CR ₂ -, -CFR-, -CF2-, -NR-, or an optionally substituted ring selected from phenylenyl, a 3 to 12- membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic or spirocyclic carbocyclylenyl or heterocyclylenyl with 1 -3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5 to 6-membered heteroaryl enyl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur; each R ^w , R ^x , and R ^y is independently selected from hydrogen, R ^A , halogen, -CN, -NO ₂ , -OR, -SR, -NR ₂ , - SiR ₃ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)NR ₂ , -C(O)NROR, -OC(O)R, -OC(O)NR ₂ , -OP(O)R ₂ , -OP(O)(OR) ₂ , -OP(O)(OR)NR ₂ , -OP(O)(NR ₂ ) ₂ , -P(O)R ₂ , -P(O)(OR) ₂ , - P(O)(OR)NR ₂ , -P(O)(NR ₂ ) ₂ , -NRC(O)OR, -NRC(O)R, -NRC(O)N(R) ₂ , -NRS(O) ₂ R, -NP(O)R ₂ , - NRP(O)(OR) ₂ , -NRP(O)(OR)NR ₂ , and -NRP(O)(NR ₂ ) ₂ ; or two R ^w groups attached to the same or adjacent carbon atoms are optionally taken together to form a spiro fused or 1,2-fused ring selected from a 3-12 membered saturated or partially unsaturated carbocyclyl and a 3-12 membered saturated or partially unsaturated heterocyclyl having 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur; each R ^A is independently an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 3-12 membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic or spirocyclic carbocyclyl or heterocyclyl with 1 -3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur; each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: two R groups on the same or adjacent atom are optionally taken together with their intervening atoms to form a 4-7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the atom or atoms to which they are attached, independently selected from nitrogen, oxygen, and sulfur; and

L ^y is a covalent bond, a C1-3 bivalent straight or branched saturated or unsaturated hydrocarbon chain wherein 1-2 methylene units of the chain are independently and optionally replaced with -O-, - C(O)-, -C(S)-, -CF2-, -CRF-, -NR-, -S-, -S(O)-, -S(O) ₂ - or -CR=CR-, or: L ^y and one R ^x are optionally taken together with their intervening atoms to form a 5-6 membered saturated, partially unsaturated or heteroaryl ring having 0-3 heteroatoms independently selected from oxygen, nitrogen or sulfur; and v is 0 or 1; and w, x, and y are independently 0, 1, 2, 3, or 4.

[0058] In certain embodiments, the present invention provides a compound of formula I-b or I-b ^† , wherein CBM is a CDK2 or CDK2 and CCNE1 binding moiety thereby forming a compoundof formula 1- b-1:

1-b-l or a pharmaceutically acceptable salt thereof, wherein each of R ^x , R ^y , R ^w , L ^y , W, X, L, x, and w is as defined above and described in embodiments herein, both singly and in combination.

[0059] In some embodiments, Ring W is a 4 to 7-membered saturated or partially unsaturated carbocyclyl. In some embodiments, Ring W is a 4 to 7-membered saturated or partially unsaturated heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, Ring W is a fused 4 to 7-membered saturated or partially unsaturated heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur.

[0060] In certain embodiments, the present invention provides a compound of formula I-b or I-b ^† , wherein CBM is a CDK2 or CDK2 and CCNE1 binding moiety thereby forming a compound of formula l-b-2: l-b-2 or a pharmaceutically acceptable salt thereof, wherein each of R ^x , R ^y , R ^w , L ^y , W, X, L, x, and w is as defined above and described in embodiments herein, both singly and in combination.

[0061] In certain embodiments, the present invention provides a compound of formula I-b or I-b ^† , wherein CBM is a CDK2 or CDK2 and CCNE1 binding moiety thereby forming a compound of formula l-b-3: or a pharmaceutically acceptable salt thereof, wherein each of R ^x , R ^y , R ^w , W, X, L, x, and w is as defined above and described in embodiments herein, both singly and in combination.

[0062] In some embodiments, Ring W is a 4 to 7-membered saturated or partially unsaturated carbocyclyl. In some embodiments, Ring W is a 4 to 7-membered saturated or partially unsaturated heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, Ring W is a 5 to 6-membered saturated or partially unsaturated heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, Ring W is a fused 4 to 7-membered saturated or partially unsaturated heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur.

[0063] In certain embodiments, the present invention provides a compound of formula I-b or I-b ^† , wherein CBM is a CDK2 or CDK2 and CCNE1 binding moiety thereby forming a compound of formula l-b-4, l-b-5, or l-b-6: l-b-5 or a pharmaceutically acceptable salt thereof, wherein each of R ^x , R ^y , R ^w , W, X, L, x, and w is as defined above and described in embodiments herein, both singly and in combination.

[0064] In certain embodiments, the present invention provides a compound of formula I-b or I-b ^† , wherein CBM is a CDK2 or CDK2 and CCNE1 binding moiety thereby forming a compound of formula l-b-7: l-b-7 or a pharmaceutically acceptable salt thereof, wherein each of Ring X, Ring Y, Ring W, R ^x , R ^y , R ^w , L, x, y, and w is as defined above and described in embodiments herein, both singly and in combination; and wherein X is an optionally substituted ring selected from phenylenyl, a 3 to 12-membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic or spirocyclic carbocyclylenyl or heterocyclylenyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5 to 6-membered heteroarylenyl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur.

[0065] In some embodiments, X is an optionally substituted 3 to 12-membered saturated or partially unsaturated bicyclic carbocyclylenyl or heterocyclylenyl with 1-3 heteroatoms independently selected from nitrogen, oxygen. In some embodiments, X is an optionally substituted 3 to 12-membered saturated or partially unsaturated bridged bicyclic carbocyclylenyl or heterocyclylenyl with 1 -3 heteroatoms independently selected from nitrogen, oxygen. In some embodiments, X is an optionally substituted 3 to 12-membered saturated or partially unsaturated spirocyclic carbocyclylenyl or heterocyclylenyl with 1-3 heteroatoms independently selected from nitrogen, oxygen. In some embodiments, X is an optionally substituted 3 to 12-membered saturated or partially unsaturated spirocyclic carbocyclylenyl. In some embodiments, X is an optionally substituted 3 to 12-membered saturated or partially unsaturated spirocyclic heterocyclylenyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, X is an optionally substituted 3 to 12-membered saturated or partially unsaturated spirocyclic carbocyclylenyl. In some embodiments, X is an optionally substituted 3 to 12-membered saturated or partially unsaturated spirocyclic heterocyclylenyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur.

[0066] In certain embodiments, the present invention provides a compound of formula I-b or I-b ^† , wherein CBM is a CDK2 or CDK2 and CCNE1 binding moiety thereby forming a compound of formula 1-bb-l, l-bb-2,or l-bb-3: l-bb-3 or a pharmaceutically acceptable salt thereof, wherein each of R ^x , R ^y , R ^w , W, X, L, x, and w, is as defined above and described in embodiments herein, both singly and in combination; and wherein L ^y and one R ^x are taken together with their intervening atoms to form Ring W ¹ , wherein Ring W ¹ is a 5-6 membered saturated, partially unsaturated or heteroaryl ring having 0-3 heteroatoms independently selected from oxygen, nitrogen or sulfur.

[0067] In some embodiments, Ring W is a 4 to 7-membered saturated or partially unsaturated carbocyclyl. In some embodiments, Ring W is a 4 to 7-membered saturated or partially unsaturated heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, Ring W is a 5 to 6-membered saturated or partially unsaturated heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur.In some embodiments, Ring W is a fused 4 to 7-membered saturated or partially unsaturated heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur.

[0068] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 or CDK2 and CCNE1 binding moiety thereby forming a compound of formula I-d:

I-d or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described herein, and wherein: each R ^q , R ^s , and R‘ are independently selected from hydrogen, optionally substituted C _1-6 aliphatic, halogen, -CN, -NO ₂ , -OR, -SR, -NR ₂ , -SiR ₃ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR, - C(O)NR ₂ , -C(O)NROR, -OC(O)R, -OC(O)NR ₂ , -OP(O)R ₂ , -OP(O)(OR) ₂ , -OP(O)(OR)NR ₂ , - OP(O)(NR ₂ ) ₂ , -P(O)R ₂ , -P(O)(OR) ₂ , -P(O)(OR)NR ₂ , -P(O)(NR ₂ ) ₂ ,

NRC(O)OR, -NRC(O)R, -NRC(O)N(R) ₂ , -NRS(O) ₂ R, -NP(O)R ₂ , -NRP(O)(OR) ₂ , NRP(O)(OR)NR ₂ , and -NRP(O)(NR ₂ ) ₂ ; each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: two R groups on the same nitrogen are optionally taken together with their intervening atoms to form a 4-7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the nitrogen atom to which they are attached, independently selected from nitrogen, oxygen, and sulfur; and q, s, and t are independently 0, 1, 2, 3, or 4.

[0069] In certain embodiments, the present invention provides a compound of formula I-d, wherein CBM is a CDK2 or CDK2 and CCNE1 binding moiety thereby forming a compound of formula I-d-1:

I-d-1 or a pharmaceutically acceptable salt thereof, wherein each of R ^q , R ^s , R‘, R, t, and s is as defined above and described in embodiments herein, both singly and in combination.

[0070] In certain embodiments, the present invention provides a compound of formula I-d, wherein

CBM is a CDK2 or CDK2 and CCNE1 binding moiety thereby forming a compound of formula I-d-2:

I-d-2 or a pharmaceutically acceptable salt thereof, wherein each of R ^q , R ^s , R ^l , R, q, and s is as defined above and described in embodiments herein, both singly and in combination.

[0071] In certain embodiments, the present invention provides a compound of formula I-d, wherein CBM is a CDK2 or CDK2 and CCNE1 binding moiety thereby forming a compound of formula I-d-3:

I-d-3 or a pharmaceutically acceptable salt thereof, wherein each of R ^q , R ^s , R‘, R, and s is as defined above and described in embodiments herein, both singly and in combination.

[0072] As defined generally above, Ring W, Ring X, and Ring Y are independently a ring selected from phenyl, a 4 to 7-membered saturated or partially unsaturated carbocyclyl or heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5 to 6-membered heteroaryl with 1 -4 heteroatoms independently selected from nitrogen, oxygen and sulfur.

[0073] In some embodiments, one or more of Ring W, Ring X, and Ring Y is a ring selected from phenyl. In some embodiments, one or more of Ring W, Ring X, and Ring Y is a 4 to 7-membered saturated or partially unsaturated carbocyclyl or heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, one or more of Ring W, Ring X, and Ring Y is a 5 to 6-membered heteroaryl with 1 -4 heteroatoms independently selected from nitrogen, oxygen and sulfur.

[0074] As defined generally above, Ring W and Ring X are independently fused rings selected from benzo, a 4 to 7-membered saturated or partially unsaturated carbocyclyl or heterocyclyl with 1 -3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5 to 6-membered heteroaryl with 1 -4 heteroatoms independently selected from nitrogen, oxygen and sulfur.

[0075] In some embodiments, one or more of Ring W and Ring X is benzo. In some embodiments, one or more of Ring W and Ring X is a fused 4 to 7-membered saturated or partially unsaturated carbocyclyl. In some embodiments, one or more of Ring W and Ring X is a fused 4 to 7-membered saturated or partially unsaturated heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, one or more of Ring W and Ring X is a fused 5 to 6-membered heteroaryl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur.

[0076] As defined generally above, Ring X is a bicyclic ring selected from naphthyl, a 9 to 10- membered saturated or partially unsaturated carbocyclyl or heterocyclyl with 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 9 to 10-membered heteroaryl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur.

[0077] In some embodiments, Ring X is naphthyl. In some embodiments, Ring X is a 9 to 10- membered saturated or partially unsaturated carbocyclyl or heterocyclyl with 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, Ring X is 9 to 10- membered heteroaryl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur.In some embodiments, Ring W is a fused 5 to 6-membered heteroaryl with 1 -4 heteroatoms independently selected from nitrogen, oxygen and sulfur. In some embodiments, Ring W is a 4 to 7-membered saturated or partially unsaturated carbocyclyl. In some embodiments, Ring W is a 4 to 7-membered saturated or partially unsaturated heterocyclyl with 1 -3 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, Ring W is a fused 4 to 7-membered saturated or partially unsaturated heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, Ring W is a fused 5 to 6-membered heteroaryl with 1 -2 nitrogen. In some embodiments, Ring W is a 5 to 6-membered heteroaryl with 1-2 nitrogen. In some embodiments, Ring W is a fused 5 to 6-membered saturated or partially unsaturated heterocyclyl with 1 -2 nitrogen. In some embodiments, Ring W is a 5 to 6-membered saturated or partially unsaturated heterocyclyl with 1 -2 nitrogen. In some embodiments, Ring some embodiments, Ring some embodiments, Ring In some embodiments, Ring some embodiments, Ring some embodiments, Ring

In some embodiments, Ring some embodiments, Ring W is H

In some embodiments, Ring W is In some embodiments, Ring W is some embodiments, Ring W is

[0078] In some embodiments, Ring W is In some embodiments, Ring W is

[0079] In some embodiments, Ring W is selected from those depicted in Table 1, below.

[0080] In some embodiments, Ring X is benzo. In some embodiments, Ring X is a fused 5 to 6- membered heteroaryl with 1 -4 heteroatoms independently selected from nitrogen, oxygen and sulfur.

[0081] In some embodiments, Ring X is a fused 5 to 6-membered heteroaryl with 1-2 nitrogen. In some embodiments, Ring X is a fused 5 to 6-membered heteroaryl with 1 nitrogen. In some embodiments,

Ring X is a fused 5-membered heteroaryl with sulfur or oxygen and optionally 1 nitrogen. In some embodiments, Ring In some embodiments, Ring embodiments, Ring In some embodiments, Ring In some embodiments, Ring In some embodiments, Ring X is . In some embodiments, Ring In some embodiments, Ring In some embodiments, Ring

[0082] In some embodiments, Ring X is selected from those depicted in Table 1, below.

[0083] As defined generally above, Ring Y is a ring selected from phenyl, a 4 to 7-membered saturated or partially unsaturated carbocyclyl or heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5 to 6-membered heteroaryl with 1 -4 heteroatoms independently selected from nitrogen, oxygen and sulfur.

[0084] In some embodiments, Ring Y is phenyl. In some embodiments, Ring Y is a 4 to 7-membered saturated or partially unsaturated carbocyclyl

[0085] In some embodiments, Ring Y is . In some embodiments, Ring Y is

. In some embodiments, Ring Y is

[0086] In some embodiments, Ring Y is selected from those depicted in Table 1, below.In some embodiments, Ring W, Ring X, and Ring Y are selected from those depicted in Table 1, below.

[0087] As defined generally above, Y is a covalent bond, -S(O) ₂ -, -S(O)-, -S(O)(NR)-, -P(O)R-, -

[0088] In some embodiments, Y is a covalent bond, -S(O) ₂ -, -S(O)-, -S(O)(NR)-, -P(O)R-, or - P(O)OR-.

[0089] In some embodiments, Y is -S(O) ₂ -, -S(O)-, -S(O)(NR)-, -P(O)R-, or -P(O)OR-.

[0090] In some embodiments, Y is a covalent bond. In some embodiments, Y is -S(O) ₂ -. In some C) NR embodiments, Y is -S(O)-. In some embodiments, Y is -S(O)(NR)- (e.g., Y ' ^S V ' ). In some embodiments, Y is -P(O)R-. In some embodiments, Y is -P(O)OR-. In some embodiments, Y is -S(NR) ₂ -. In some embodiments, Y is -S(O) ₂ NR-.

[0091] In some embodiments, Y is -S(O) _1- 2-- In some embodiments, Y is -S(O)(NH)-. In some embodiments, Y is -P(O)Me-.

[0092] In some embodiments,

[0093] In some embodiments, Y is v ' ^s v ' , wherein Ring Z ¹ is an optionally substituted 3-12 membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic or spirocyclic heterocyclyl with an additional 0-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur.

[0094] In some embodiments, wherein Ring Z ² is an optionally substituted 3-12 membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic or spirocyclic heterocyclyl.

[0095] In some embodiments, Y is -S(NR) ₂ .

[0096] In some embodiments, Y is .In some embodiments, Y is selected from those depicted in Table 1, below.

[0097] As defined generally above, Ring Z is an optionally substituted 3-12 membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic or spirocyclic carbocyclyl or heterocyclyl with 1 -3 heteroatoms independently selected from nitrogen, oxygen, and sulfur.

[0098] In some embodiments, Ring Z is an optionally substituted 3-12 membered saturated or partially unsaturated monocyclic, bicyclic, or spirocyclic carbocyclyl. In some embodiments, Ring Z is an optionally substituted 3-12 membered saturated or partially unsaturated monocyclic, bicyclic, or spirocyclic heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, Ring Z is an optionally substituted 3-12 membered saturated or partially unsaturated monocyclic carbocyclyl. In some embodiments, Ring Z is an optionally substituted 3-12 membered saturated or partially unsaturated bicyclic carbocyclyl. In some embodiments, Ring Z is an optionally substituted 3-12 membered saturated or partially unsaturated bicyclic carbocyclyl. In some embodiments, Ring Z is an optionally substituted 3-12 membered saturated or partially unsaturated spirocyclic carbocyclyl. In some embodiments, Ring Z is an optionally substituted 3-12 membered saturated or partially unsaturated monocyclic heterocyclyl with 1 -3 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, Ring Z is an optionally substituted 3-12 membered saturated or partially unsaturated bicyclic heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, Ring Z is an optionally substituted 3-12 membered saturated or partially unsaturated bicyclic heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, Ring Z is an optionally substituted 3-12 membered saturated or partially unsaturated spirocyclic heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur.

[0099] In some embodiments, Ring Z is selected from those depicted in Table 1, below.

[0100] As defined generally above, Q ⁵ is carbon or sulfur.

[0101] In some embodiments, Q ⁵ is carbon. In some embodiments, Q ⁵ is sulfur.

[0102] In some embodiments, Q ⁵ is selected from those depicted in Table 1, below.

[0103] As defined generally above, X is -CR ₂ -, -CFR-, -CF2-, -NR-, or an optionally substituted ring selected from phenylenyl, a 3 to 12-membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic or spirocyclic carbocyclylenyl or heterocyclyl enyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5 to 6-membered heteroarylenyl with 1 -4 heteroatoms independently selected from nitrogen, oxygen and sulfur.

[0104] In some embodiments, X is -CR ₂ -. In some embodiments, X is -CH ₂ -. In some embodiments, X is -CHMe-. In some embodiments, X is -CMe2-. In some embodiments, X is -CFR-. In some embodiments, X is -CF2-. In some embodiments, X is -CH(OR)-. In some embodiments, X is -CMe(OR)- . In some embodiments, X is -CH(OMe)-. In some embodiments, X is -CMe(OH)-. In some embodiments, X is -CMe(CN)-. In some embodiments, X is -NR-. In some embodiments, X is -NH-. In some embodiments, X is -NMe-. In some embodiments, X is an optionally substituted phenylenyl. In some embodiments, X is an optionally substituted 3 to 12-membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic or spirocyclic carbocyclylenyl. In some embodiments, X is an optionally substituted monocyclic, bicyclic, bridged bicyclic or spirocyclic heterocyclylenyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, X is an optionally substituted 5 to 6-membered heteroarylenyl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur. [0105] In some embodiments, X is an optionally substituted 3 to 12-membered saturated or partially unsaturated bicyclic carbocyclylenyl or heterocyclylenyl with 1 -3 heteroatoms independently selected from nitrogen, oxygen. In some embodiments, X is an optionally substituted 3 to 12-membered saturated or partially unsaturated bridged bicyclic carbocyclylenyl or heterocyclylenyl with 1 -3 heteroatoms independently selected from nitrogen, oxygen. In some embodiments, X is an optionally substituted 3 to 12-membered saturated or partially unsaturated spirocyclic carbocyclylenyl or heterocyclylenyl with 1-3 heteroatoms independently selected from nitrogen, oxygen. In some embodiments, X is an optionally substituted 3 to 12-membered saturated or partially unsaturated spirocyclic carbocyclylenyl. In some embodiments, X is an optionally substituted 3 to 12-membered saturated or partially unsaturated spirocyclic heterocyclylenyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, X is an optionally substituted 3 to 12-membered saturated or partially unsaturated spirocyclic carbocyclylenyl. In some embodiments, X is an optionally substituted 3 to 12-membered saturated or partially unsaturated spirocyclic heterocyclylenyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, X is an ortho-methyl piperdine. . In some embodiments, X is an meta-fluoro piperdine. In some embodiments, X is an meta-methyl piperdine.

[0106] In some embodiments, X is In some embodiments, X is In some embodiments, X is In some embodiments, X i •s n some embodiments, X is In some embodiments, X is In some embodiments, X is some embodiments, X is In some embodiments, X is In some embodiments, X is In some embodiments, X is In some

In some embodiments, X is [0107] In some embodiments, X is In some embodiments, X is In some embodiments, X is In some embodiments, X is In some embodiments, X is

. In some embodiments, X is In some

In some embodiments, X is In some embodiments, X is

[0108] In some embodiments, X is . In some embodiments, X is some embodiments, X is In some embodiments, X is In some embodiments, X is .In some embodiments, X is In some embodiments, X is

In some embodiments, X is some embodiments, X is In some embodiments, X is In some embodiments,

In some embodiments, X is

[0109] In some embodiments, Y connects to a carbon atom of X when X is an optionally substituted monocyclic, bicyclic, bridged bicyclic or spirocyclic heterocyclylenyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or when X is an optionally substituted 5 to 6-membered heteroarylenyl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur.

[0110] In some embodiments, X is , wherein each Q ¹ is independently -O-, -S-, -C(O)-, -C(S)-, -CH ₂ -, -CHR-, -CR.2-, -NH-, or -NR-; and Q ² is a C1-9 bivalent saturated or unsaturated hydrocarbon chain or spirocyclic fused ring wherein 1-2 methylene units of the chain or ring are independently and optionally replaced with -O-, -S-, -C(O)-, -C(S)-, -CHR-, -CR ₂ -, -NH-, or -NR-.

[0111] In some embodiments, X is selected from those depicted in Table 1, below.

[0112] As defined generally above, each R ^w , R ^x , and R ^y is independently selected from hydrogen, R ^A , halogen, -CN, -NO ₂ , -OR, -SR, -NR ₂ , -SiR ₃ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR, - C(O)NR ₂ , -C(O)NROR, -CR ₂ NRC(O)R, -CR ₂ NRC(O)NR ₂ , -OC(O)R, -OC(O)NR ₂ , -OP(O)R ₂ , - OP(O)(OR) ₂ , -OP(O)(OR)NR ₂ , -OP(O)(NR ₂ ) ₂ , -NRC(O)OR, -NRC(O)R, -NRC(O)N(R) ₂ , -NRS(O) ₂ R, - NP(O)R ₂ , -NRP(O)(OR) ₂ , -NRP(O)(OR)NR ₂ , and -NRP(O)(NR ₂ ) ₂ , or two R ^w groups attached to the same carbon atom are optionally taken together to form a spiro fused ring selected from a 3-5 membered saturated or partially unsaturated carbocyclyl and a 3-5 membered saturated or partially unsaturated heterocyclyl having 1 -2 heteroatoms independently selected from nitrogen, oxygen, and sulfur.

[0113] In some embodiments, one or more of R ^w , R ^x , and R ^y is hydrogen. In some embodiments, one or more of R ^w , R ^x , and R ^y is R ^A . In some embodiments, one or more of R ^w , R ^x , and R ^y is halogen. In some embodiments, one or more of R ^w , R ^x , and R ^y is -CN. In some embodiments, one or more of R ^w , R ^x , and R ^y is -NO ₂ . In some embodiments, one or more of R ^w , R ^x , and R ^y is -OR. In some embodiments, one or more of R ^w , R ^x , and R ^y is -SR. In some embodiments, one or more of R ^w , R ^x , and R ^y is -NR ₂ . In some embodiments, one or more of R ^w , R ^x , and R ^y is -SiRa. In some embodiments, one or more of R ^w , R ^x , and R ^y is -S(O) ₂ R. In some embodiments, one or more of R ^w , R ^x , and R ^y is -S(O) ₂ NR ₂ . In some embodiments, one or more of R ^w , R ^x , and R ^y is -S(O)R. In some embodiments, one or more of R ^w , R ^x , and R ^y is -C(O)R. In some embodiments, one or more of R ^w , R ^x , and R ^y is -C(O)OR. In some embodiments, one or more of R ^w , R ^x , R ^y , and R ^z is -C(O)NR ₂ . In some embodiments, one or more of R ^w , R ^x , and R ^y is -C(O)NROR. In some embodiments, one or more of R ^w , R ^x , and R ^y is -OC(O)R. In some embodiments, one or more of R ^w , R ^x , and R ^y is -OC(O)NR ₂ . In some embodiments, one or more of R ^w , R ^x , and R ^y is -OP(O)R ₂ . In some embodiments, one or more of R ^w , R ^x , and R ^y is -OP(O)(OR) ₂ . In some embodiments, one or more of R ^w , R ^x , and R ^y is -OP(O)(OR)NR ₂ . In some embodiments, one or more of R ^w , R ^x , and R ^y is -P(O)R ₂ . In some embodiments, one or more of R ^w , R ^x , and R ^y is -P(O)(OR) ₂ . In some embodiments, one or more of R ^w , R ^x , and R ^y is -P(O)(OR)NR ₂ . In some embodiments, one or more of R ^w , R ^x , and R ^y is -P(O)(NR ₂ ) ₂ -. In some embodiments, one or more of R ^w , R ^x , and R ^y is -NRC(O)OR. In some embodiments, one or more of R ^w , R ^x , and R ^y is -NRC(O)R. In some embodiments, one or more of R ^w , R ^x , and R ^y is -NRC(O)N(R) ₂ . In some embodiments, one or more of R ^w , R ^x , and R ^y is -NRS(O) ₂ R. In some embodiments, one or more of R ^w , R ^x , and R ^y is -NP(O)R ₂ . In some embodiments, one or more of R ^w , R ^x , and R ^y is -NRP(O)(OR) ₂ . In some embodiments, one or more of R ^w , R ^x , and R ^y is -NRP(O)(OR)NR ₂ . In some embodiments, one or more of R ^w , R ^x , and R ^y is -NRP(O)(NR ₂ ) ₂ . In some embodiments, one or more of R ^w , R ^x , and R ^y is -CF ₃ . In some embodiments, two R ^w groups attached to the same carbon atom are taken together to form a 3-5 membered saturated or partially unsaturated carbocyclic spiro fused ring. In some embodiments, two R ^w groups attached to the same carbon atom are optionally taken together to form a 3-5 membered saturated or partially unsaturated heterocyclic spiro fused ring having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur.

[0114] In some embodiments, one or more R ^w is selected from hydrogen, R ^A , halogen, -CN, -NO ₂ , - OR, -SR, -NR ₂ , -SiR ₃ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)NR ₂ , -C(O)NROR, - CR ₂ NRC(O)R, -CR ₂ NRC(O)NR ₂ , -OC(O)R, -OC(O)NR ₂ , -OP(O)R ₂ , -OP(O)(OR) ₂ , -OP(O)(OR)NR ₂ , - OP(O)(NR ₂ ) ₂ , -NRC(O)OR, -NRC(O)R, -NRC(O)N(R) ₂ , -NRS(O) ₂ R, -NP(O)R ₂ , -NRP(O)(OR) ₂ , - NRP(O)(OR)NR ₂ , and -NRP(O)(NR ₂ ) ₂ , or two R ^w groups attached to the same carbon atom are optionally taken together to form a spiro fused ring selected from a 3-5 membered saturated or partially unsaturated carbocyclyl and a 3-5 membered saturated or partially unsaturated heterocyclyl having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur.

[0115] In some embodiments, one or more R ^w is hydrogen. . In some embodiments, one or more R ^w is R ^A . In some embodiments, one or more R ^w is halogen. In some embodiments, one or more R ^w is -CN, - NO ₂ , -OR, -SR, -NR ₂ , -SiR ₃ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)NR ₂ , -C(O)NROR, - CR ₂ NRC(O)R, -CR ₂ NRC(O)NR ₂ , -OC(O)R, -OC(O)NR ₂ , -OP(O)R ₂ , -OP(O)(OR) ₂ , -OP(O)(OR)NR ₂ , - OP(O)(NR ₂ ) ₂ , -NRC(O)OR, -NRC(O)R, -NRC(O)N(R) ₂ , -NRS(O) ₂ R, -NP(O)R ₂ , -NRP(O)(OR) ₂ , - NRP(O)(OR)NR ₂ , or -NRP(O)(NR ₂ ) ₂ . In some embodiments two R ^w groups attached to the same carbon atom are taken together to form a spiro fused ring selected from a 3 -5 membered saturated or partially unsaturated carbocyclyl and a 3-5 membered saturated or partially unsaturated heterocyclyl having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur.

[0116] In some embodiments, two R ^w groups attached to the same carbon atom are taken together to form a spiro fused 3-5 membered saturated or partially unsaturated carbocyclyl. In some embodiments, two R ^w groups attached to the same carbon atom are taken together to form a spiro fused 3-5 membered saturated or partially unsaturated heterocyclyl having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, two R ^w groups attached to the same or adjacent carbon atom are optionally taken together to form a spiro fused or 1,2-fused ring selected from a 3-12 membered saturated or partially unsaturated carbocyclyl and a 3-12 membered saturated or partially unsaturated heterocyclyl having 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, two R ^w groups attached to the same or adjacent carbon atom are taken together to form a spiro fused or 1,2-fused ring selected from a 3-12 membered saturated or partially unsaturated carbocyclyl and a 3- 12 membered saturated or partially unsaturated heterocyclyl having 1 -3 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, two R ^w groups attached to the same carbon atom are taken together to form a spiro fused 3-12 membered saturated or partially unsaturated carbocyclyl.

[0117] In some embodiments, two R ^w groups attached to the same carbon atom are taken together to form a spiro fused 3-12 membered saturated or partially unsaturated heterocyclyl having 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, two R ^w groups attached to adjacent carbon atoms are taken together to form a 1,2-fused 3-12 membered saturated or partially unsaturated carbocyclyl. In some embodiments, two R ^w groups attached to adjacent carbon atoms are taken together to form a 1,2-fused 3-12 membered saturated or partially unsaturated heterocyclyl having 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur.

[0118] In some embodiments, R ^w is fluoro. In some embodiments, R ^w is chloro. In some embodiments, R ^w is bromo. In some embodiments, R ^w is -CN. In some embodiments, R ^w is -OH. In some embodiments, R ^w is -OMe. In some embodiments, R ^w is -OiPr. In some embodiments, R ^w is -O- cyclopropyl. In some embodiments, R ^w is -O-cyclobutyl. In some embodiments, R ^w is -CONH ₂ .

[0119] In some embodiments, R ^w is R ^A . In some embodiments, R ^w is methyl. In some embodiments, R ^w is ethyl. In some embodiments, R ^w is isopropyl. In some embodiments, R ^w is tert-butyl. In some embodiments, R ^w is cyclopropyl. In some embodiments, R ^w is cyclobutyl. In some embodiments, R ^w is cyclopentyl. In some embodiments, R ^w is -CHF2. In some embodiments, R ^w is -CF ₃ . In some embodiments, R ^w is -CH ₂ CHF2. In some embodiments, R ^w is -CH(Me)CF ₃ . In some embodiments, R ^w is

-CMe20H. In some embodiments, R ^w is embodiments, R ^w is In some embodiments, R ^w is In some embodiments, R ¹ is

In some embodiments, R ^w is In some embodiments, R ^w is In some O embodiments, R ^w is 0 . In some embodiments, R ^w is . In some embodiments, R ^w is

. In some embodiments, R ^w is . In some embodiments, R ^w is . In some embodiments, R ^w is . In some embodiments, R ^w is . In some embodiments, R ^w is

OH

. In some embodiments, R ^w is . In some embodiments, R ^w is . In some

OH OH embodiments, R ^w is . In some embodiments, R ^w is

[0120] In some embodiments, two R ^w cyclize to form cyclopropylenyl. In some embodiments, two R ^w cyclize to form an optionally substituted cyclobutylenyl. In some embodiments, two R ^w cyclize to form

0 cyclobutylenyl. In some embodiments, two R ^w cyclize to form ' . In some embodiments, two R ^w

. OR . OH cyclize to form ' . In some embodiments, two R ^w cyclize to form ' * .

[0121] In some embodiments, one or more R ^x is selected from hydrogen, R ^A , halogen, -CN, -NO ₂ , - OR, -SR, -NR ₂ , -SiR ₃ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)NR ₂ , -C(O)NROR, - CR ₂ NRC(O)R, -CR ₂ NRC(O)NR ₂ , -OC(O)R, -OC(O)NR ₂ , -OP(O)R ₂ , -OP(O)(OR) ₂ , -OP(O)(OR)NR ₂ , - OP(O)(NR ₂ ) ₂ , -NRC(O)OR, -NRC(O)R, -NRC(O)N(R) ₂ , -NRS(O) ₂ R, -NP(O)R ₂ , -NRP(O)(OR) ₂ , - NRP(O)(OR)NR ₂ , and -NRP(O)(NR ₂ ) ₂ .

[0122] In some embodiments, one or more R ^x is hydrogen. In some embodiments, one or more R ^x is R ^A . In some embodiments, one or more R ^x is halogen. In some embodiments, one or more R ^x is -CN, -NO ₂ , -OR, -SR, -NR ₂ , -SiR ₃ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)NR ₂ , -C(O)NROR, - CR ₂ NRC(O)R, -CR ₂ NRC(O)NR ₂ , -OC(O)R, -OC(O)NR ₂ , -OP(O)R ₂ , -OP(O)(OR) ₂ , -OP(O)(OR)NR ₂ , - OP(O)(NR ₂ ) ₂ , -NRC(O)OR, -NRC(O)R, -NRC(O)N(R) ₂ , -NRS(O) ₂ R, -NP(O)R ₂ , -NRP(O)(OR) ₂ , - NRP(O)(OR)NR ₂ , or -NRP(O)(NR ₂ ) ₂ .

[0123] In some embodiments, R ^x is bromo. In some embodiments, R ^x is R ^A . In some embodiments, R ^x is -CF ₃ .

[0124] In some embodiments, one or more R ^y is selected from hydrogen, R ^A , halogen, -CN, -NO ₂ , - OR, -SR, -NR ₂ , -SiR ₃ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)NR ₂ , -C(O)NROR, - CR ₂ NRC(O)R, -CR ₂ NRC(O)NR ₂ , -OC(O)R, -OC(O)NR ₂ , -OP(O)R ₂ , -OP(O)(OR) ₂ , -OP(O)(OR)NR ₂ , - OP(O)(NR ₂ ) ₂ , -NRC(O)OR, -NRC(O)R, -NRC(O)N(R) ₂ , -NRS(O) ₂ R, -NP(O)R ₂ , -NRP(O)(OR) ₂ , - NRP(O)(OR)NR ₂ , and -NRP(O)(NR ₂ ) ₂ .

[0125] In some embodiments, one or more R ^y is hydrogen. In some embodiments, one or more R ^y is R ^A . In some embodiments, one or more R ^y is halogen. In some embodiments, one or more R ^y is -CN, -NO ₂ , -OR, -SR, -NR ₂ , -SiR ₃ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)NR ₂ , -C(O)NROR, - CR ₂ NRC(O)R, -CR ₂ NRC(O)NR ₂ , -OC(O)R, -OC(O)NR ₂ , -OP(O)R ₂ , -OP(O)(OR) ₂ , -OP(O)(OR)NR ₂ , - OP(O)(NR ₂ ) ₂ , -NRC(O)OR, -NRC(O)R, -NRC(O)N(R) ₂ , -NRS(O) ₂ R, -NP(O)R ₂ , -NRP(O)(OR) ₂ , - NRP(O)(OR)NR ₂ , or -NRP(O)(NR ₂ ) ₂ .

[0126] In some embodiments, R ^y is R ^A . In some embodiments, R ^y is methyl.

[0127] In some embodiments, R ^w , R ^x , and R ^y are selected from those depicted in Table 1, below.

[0128] As defined generally above, each R ^q , R ^s , and R‘ are independently selected from hydrogen, optionally substituted C _1-6 aliphatic, halogen, -CN, -NO ₂ , -OR, -SR, -NR ₂ , SiR ₃ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)NR ₂ , -C(O)NROR, -OC(O)R, -OC(O)NR ₂ , - OP(O)R ₂ , -OP(O)(OR) ₂ , -OP(O)(OR)NR ₂ , -OP(O)(NR ₂ ) ₂ , -P(O)R ₂ , -P(O)(OR) ₂ , -P(O)(OR)NR ₂ , - P(O)(NR ₂ ) ₂ , -NRC(O)OR, -NRC(O)R, -NRC(O)N(R) ₂ , -NRS(O) ₂ R, -NP(O)R ₂ , -NRP(O)(OR) ₂ , - NRP(O)(OR)NR ₂ , and -NRP(O)(NR ₂ ) ₂ .

[0129] In some embodiments, R ^q is NO ₂ . In some embodiments, R ^q is CF ₃ . In some embodiments, R ^q is SF5. In some embodiments, R ^q is a halogen. In some embodiments, R ^q is Cl. In some embodiments, R ^q is F. In some embodiments, R ^q is Br. In some embodiments, R ^q is CN. In some embodiments, R ^q is OR.

[0130] In some embodiments, R‘ is H. In some embodiments, R‘ is a halogen. In some embodiments, R‘ is Br. In some embodiments, R‘ is CN.

[0131] In some embodiments, R ^s is H. In some embodiments, R ^s is Me.

[0132] In some embodiments, R ^q , R ^s , and R‘ are selected from those depicted in Table 1, below.

[0133] As defined generally above, each R ^A is independently an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 3-12 membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic or spirocyclic carbocyclyl or heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur.

[0134] In some embodiments, R ^A is an optionally substituted C _1-6 aliphatic. In some embodiments, R ^A is an optionally substituted phenyl. In some embodiments, R ^A is an optionally substituted 3-12 membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic or spirocyclic carbocyclyl. In some embodiments, R ^A is an optionally substituted 3-12 membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic or spirocyclic heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, R ^A is an optionally substituted 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur.

[0135] In some embodiments, R ^A is C i-ealkyl (e.g., methyl, ethyl, isopropyl, etc.). In some embodiments, R ^A is C _1- ehaloalkyl (e.g., -CF ₃ , -CHF2, etc.).

[0136] In some embodiments, R ^A is selected from those depicted in Table 1, below.

[0137] As defined generally above, each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or two R groups on the same nitrogen are optionally taken together with their intervening atoms to form a 4-7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the nitrogen atom to which they are attached, independently selected from nitrogen, oxygen, and sulfur.

[0138] In some embodiments, R is hydrogen. In some embodiments, R is an optionally substituted C _1- 6 aliphatic. In some embodiments, R is an optionally substituted phenyl. In some embodiments, R is an optionally substituted a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, R is an optionally substituted a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodimets, two R groups on the same nitrogen are taken together with their intervening atoms to form a 4-7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the nitrogen atom to which they are attached, independently selected from nitrogen, oxygen, and sulfur.

[0139] In some embodiments, R is C _1- ealkyl (e.g., methyl, ethyl, isopropyl, etc.). In some embodiments, R is C _1- ehaloalkyl (e.g., -CF ₃ , -CHF2, etc.).

[0140] In some embodiments, R is selected from those depicted in Table 1, below.

[0141] As defined generally above, L ^y is a covalent bond or a C1-3 bivalent straight or branched saturated or unsaturated hydrocarbon chain wherein 1-2 methylene units of the chain are independently and optionally replaced with -O-, -C(O)-, -C(S)-, -CF2-, -CRF-, -NR-, -S-, -S(O)-, -S(O) ₂ - or -CR=CR-.

[0142] In some embodiments, L ^y is a covalent bond. In some embodiments, L ^y is a C1-3 bivalent straight or branched saturated or unsaturated hydrocarbon chain wherein 1 -2 methylene units of the chain are independently and optionally replaced with -O-, -C(O)-, -C(S)-, -CF2-, -CRF-, -NR-, -S-, -S(O)-, -S(O) ₂ - or -CR=CR-.

[0143] In some embodiments, L ^y is selected from those depicted in Table 1, below.

[0144] As defined generally above, w, x, and y are independently 0, 1, 2, 3, or 4.

[0145] In some embodiments, one or more of w, x, and y is 0. In some embodiments, one or more of w, x, and y is 1 . In some embodiments, one or more of w, x, and y is 2. In some embodiments, one or more of w, x, and y is 3. In some embodiments, one or more of w, x, and y is 4.

[0146] In some embodiments, w is 0 or 1. In some embodiments, w is 1 or 2. In some embodiments, x is 0 or 1. In some embodiments, x is 1 or 2. In some embodiments, y is 0 or 1. In some embodiments, y is 1 or 2.

[0147] In some embodiments, w, x, and y are selected from those depicted in Table 1, below.

[0148] As defined generally above, q, s, and t are independently 0, 1, 2, 3, or 4.

[0149] In some embodiments, one or more of q, s, and tis 0. In some embodiments, one or more of q, s, and tis 1. In some embodiments, one or more of q, s, and t is 2. In some embodiments, one or more of q, s, and t is 3. In some embodiments, one or more of q, s, and t is 4.

[0150] In some embodiments, q, s, and t are selected from those depicted in Table 1, below.

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[0155] In certain embodiments, the present invention provides a compound of formula I, wherein

CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-1 : or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables, R ¹ , R ² , R ³ and R ⁴ are as defined and described in WO 2021/254384, the entirety of which is herein incorporated by reference.

[0156] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-2: or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ¹ , R ² , R ³ , R ⁴ , R ⁵ , R ⁶ , R ⁷ , R ⁸ , R ⁹ ,R ¹⁰ , R ¹¹ , R ¹² ,R ¹³ , R ¹⁴ , and R ¹⁵ are as defined and described in WO 2021/249258, the entirety of which is herein incorporated by reference.

[0157] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-3: or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables X ¹ , X ² , X ³ , X ⁴ , X ⁵ , R ³ and R ⁵ are as defined and described in WO 2021/236650 , the entirety of which is herein incorporated by reference.

[0158] In certain embodiments, the present invention provides a compound of formula I, wherein

CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-4 and I-c-5:

I-c-5 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ¹ and R ² are as defined and described in CN11289271, the entirety of which is herein incorporated by reference.

[0159] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-6:

I-c-6 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ¹ , R ² , R ³ ,R ⁴ , R ⁵ and R ⁶ are as defined and described in WO 2021/072475 , the entirety of which is herein incorporated by reference.

[0160] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-1:

I-c-7 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ¹ , R ² , R ³ and R ⁴ are as defined and described in WO 2021/254384, the entirety of which is herein incorporated by reference.

[0161] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-8:

I-c-8 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ¹ , R ² , R ³ , R ⁴ , R ⁵ , R ⁶ , R ⁷ and n are as defined and described in WO 2021/073593, the entirety of which is herein incorporated by reference.

[0162] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-9: or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ^z , A, R ¹ , R ² , R ³ , R ⁴ , R ⁶ , R ⁷ and are as defined and described in WO 2021/030537, the entirety of which is herein incorporated by reference.

[0163] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-10, l-c-11 , and I-c-12:

I-c-12 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables X, Y, B, D, C, D, E, F, s, t, n, R ¹ , R ² , R ³ , R ⁴ and R ⁶ are as defined and described in CN 113698391, the entirety of which is herein incorporated by reference.

[0164] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-13: or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ¹ , R ² , and R ³ are as defined and described in CN113999210, the entirety of which is herein incorporated by reference.

[0165] In certain embodiments, the present invention provides a compound of formula I, wherein

CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-14:

I-c-14 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ¹ , and R ² are as defined and described in WO 2022/018596, the entirety of which is herein incorporated by reference.

[0166] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-15: or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ¹ and R ² are as defined and described in WO 2022/018667, the entirety of which is herein incorporated by reference.

[0167] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-16:

I-c-16 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ¹ , R ² , R ³ , R ⁴ and Hy are as defined and described in WO 2022/015670, the entirety of which is herein incorporated by reference.

[0168] In certain embodiments, the present invention provides a compound of formula I, wherein

CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-17:

I-c-17 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables X, Y, W, A, L, R ¹ and R ⁴ are as defined and described in WO 2022/037592, the entirety of which is herein incorporated by reference.

[0169] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-18:

I-c-18 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R are as defined and described in CN114380822, the entirety of which is herein incorporated by reference.

[0170] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-19:

I-c-19 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ¹ , R ² , R ³ , R ⁴ and R ⁹ are as defined and described in WO 2022/109307, the entirety of which is herein incorporated by reference.

[0171] In certain embodiments, the present invention provides a compound of formula I, wherein

CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-20:

I-c-20 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables A, A ² , A ³ , A ⁴ , R ¹ , R ² , R and R are as defined and described in WO 2022/111634, the entirety of which is herein incorporated by reference.

[0172] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-21:

I-c-21 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables A, L, Y, Z, Y ¹ , Y ² , X ¹ , X ² , X ³ , X ⁴ , R ^c , R ^d , R ^e , R ^f , R ⁸ , R ⁵ , R ⁶ , R ⁷ and n are as defined and described in WO 2022/113003, the entirety of which is herein incorporated by reference.

[0173] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-22:

I-c-22 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables L ¹ , L ² , L ³ , X, R ¹ , R ² , R ³ and R ⁴ are as defined and described in WO 2022/113621, the entirety of which is herein incorporated by reference.

[0174] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-23:

R

I-c-23 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables L ¹ , X, A, Q, R ¹ , R ³ and R ⁴ are as defined and described in WO 2022/113621, the entirety of which is herein incorporated by reference.

[0175] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-24: I-c-24 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ² , R ³ , R ¹¹ , R ¹² , R ¹³ , and R ¹⁴ are as defined and described in CN 114591213, the entirety of which is herein incorporated by reference.

[0176] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-25:

I-c-25 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ¹ , R ² , A ¹ and A ² are as defined and described in WO 2022/131741, the entirety of which is herein incorporated by reference.

[0177] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-26:

I-c-26 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and in WO 2022/137106, the entirety of which is herein incorporated by reference.

[0178] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-27:

I-c-27 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ¹ , R ² , R ³ , R ⁴ and R ⁵ are as defined and described in WO 2022/135442, the entirety of which is herein incorporated by reference.

[0179] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-28 and I-c-29: or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ¹ , R ² , R ³ and R ⁴ are as defined and described in WO 2022/135365, the entirety of which is herein incorporated by reference.

[0180] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-32: I-c-30 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ¹ , and R ² are as defined and described in

CN114685507, the entirety of which is herein incorporated by reference.

[0181] In certain embodiments, the present invention provides a compound of formula I, wherein

CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-31 : or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables Y, Z, Y ¹ , Y ² , R ^c , R ^d , R ^e , R ^f , R ⁸ , R ¹ , R ² , R ³ , m and n are as defined and described in WO 2022/149057, the entirety of which is herein incorporated by reference. [0182] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-32: or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables X, Y, Z, R ¹ , R ² , R ³ , R ⁴ , R ⁵ , R ⁶ , m, n and p are as defined and described in WO 2022/152259, the entirety of which is herein incorporated by reference.

[0183] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-33:

I-c-33 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables m, X, X ₁ , R ¹ , R ² , R ³ and R ⁵ are as defined and described in WO 2022/155941, the entirety of which is herein incorporated by reference.

[0184] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-34:

I-c-34 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables L ³ , L ³ , R ^A , R ⁶ and R ⁸ are as defined and described in WO 2022/165513, the entirety of which is herein incorporated by reference.

[0185] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-35:

I-c-35 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ₁ , R ₂ , R ₃ R ₄ , R ₄ and R ₅ are as defined and described in WO 2022/166793, the entirety of which is herein incorporated by reference.

[0186] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-36:

I-c-36 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables A, R ¹ , R ² and n are as defined and described in CN114853672, the entirety of which is herein incorporated by reference.

[0187] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-37 and I-c-38:

I-c-38 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables Cy ^A Cy ^B , Cy ^c , Z, and R ^z are as defined and described in WO 2022/174031, the entirety of which is herein incorporated by reference.

[0188] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-39: I-c-39 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ¹ , R ² , R ³ and CDK2 Recognition Moiety are as defined and described in WO 2022/187693, the entirety of which is herein incorporated by reference.

[0189] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-40:

I-c-40 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and as described in WO 2022/187611, the entirety of which is herein incorporated by reference.

[0190] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-41 and I-c-42:

I-c-42 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ¹ , R ² , and R ³ are as defined and described in CN 115010711 , the entirety of which is herein i ncorporatcd by reference.

[0191] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-43:

I-c-43 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables A, Linker 1 and Linker 2 are as defined and described in WO 2022/206888, the entirety of which is herein incorporated by reference.

[0192] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-44:

I-c-44 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables A, R and n are as defined and described in CN 115160298, the entirety of which is herein incorporated by reference.

[0193] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-45:

I-c-45 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables X, Y, and R ¹ are as defined and described in US 2022/0340579, the entirety of which is herein incorporated by reference.

[0194] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-46:

I-c-46 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ₁ , R ₂ , R ₃ , R ₄ , R ₅ , and X are as defined and described in WO 2022/245776, the entirety of which is herein incorporated by reference.

[0195] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-47:

I-c-47 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ₁ , R ₂ , R _3a , R _3b , R ₄ , R ₅ , p, and r are as defined and described in WO 2022/258023, the entirety of which is herein incorporated by reference.

[0196] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-48:

I-c-48 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ₁ , R ₂ , R ₃ , m, and n are as defined and described in WO 2022/266190, the entirety of which is herein incorporated by reference. [0197] In certain embodiments, the present invention provides a compound of formula I, wherein

CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-49:

I-c-49 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ^x , R ^A , L ³ , L2, and R ⁶ are as defined and described in WO 2022/272106, the entirety of which is herein incorporated by reference.

[0198] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-50: or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ₁ , R ₂ , R ₃ , R ₄ , R ₅ , R ₆ , and Li are as defined and described in WO 2023/274397, the entirety of which is herein incorporated by reference.

[0199] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-51: or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables A, Y, R ₂ , R4, and n are as defined and described in US 2023/002376, the entirety of which is herein incorporated by reference.

[0200] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-52:

I-c-52 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ¹ , R ² , R ³ , R ⁴ , and R ⁵ are as defined and described in WO 2023/278326, the entirety of which is herein incorporated by reference.

[0201] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-53:

I-c-53 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and described in WO 2023/281413, the entirety of which is herein incorporated by reference.

[0202] In certain embodiments, the present invention provides a compound of formula I, wherein

CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-54: I-c-54 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ¹ , R ² , R ³ , R ⁴ , X ¹ , X ² , X ³ , A and B are as defined and described in CN 115650968, the entirety of which is herein incorporated by reference.

[0203] In certain embodiments, the present invention provides a compound of formula I, wherein

CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-55: or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and described in WO 2023/023376 and WO 2023/023664, the entireties of which are herein incorporated by reference.

[0204] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-56:

I-c-56 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ₁ , R ₂ , R3, and X are as defined and described in CN 115703760, the entirety of which is herein incorporated by reference.

[0205] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-57:

I-c-57 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ₁ , R, A, L, and x are as defined and described in CN 115806551 , the entirety of which is herein incorporated by reference.

[0206] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-58: or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ³ and R ⁶ , are as defined and described in Faber et al., J. Med. Chem. 2023, 66, 3, 1928-1940, the entirety of which is herein incorporated by reference.

[0207] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-59: or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ¹ , R ² , and R ³ , are as defined and described in Faber et al., J. Med. Chem. 2023, 66, 3, 1928-1940, the entirety of which is herein incorporated by reference.

[0208] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-60:

I-c-60 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ² , R ⁴ , R ⁵ , R ⁶ , and R ⁷ are as defined and described in Faber et al., J. Med. Chem. 2023, 66, 3, 1928-1940, the entirety of which is herein incorporated by reference.

[0209] In certain embodiments, the present invention provides a compound of formula I, wherein

CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-61:

I-c-61 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ¹ , R ² , R ³ , R ⁵ , R ⁶ , R ¹⁰ , Ring A, Ring B, X, Z, p, q, m, n, and s are as defined and described in WO2023/150612, the entirety of which is herein incorporated by reference.

[0210] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-62:

I-c-62 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables Cy ^A , Cy ^B , Cy ^c , Q and P are as defined and described in WO2023/154426, the entirety of which is herein incorporated by reference.

Ligase Binding Moiety (LBM)

[0211] In some embodiments, DIM is LBM. In some embodiments, LBM is an E3 ligase ligand well known to one of ordinary skill in the art including those described in M. Toure, C. M. Crews, Angew. Chem. Int. Ed. 2016, 55, 1966, T. Uehara et al. Nature Chemical Biology’ 2017, 13, 675, WO 2017/176708, US 2017/0281784, WO 2017/161119, WO 2017/176957, WO 2017/176958, WO 2015/160845, US 2015/0291562, WO 2016/197032, WO 2016/105518, US 2018/0009779, WO 2017/007612, 2018/0134684, WO 2013/106643, US 2014/0356322, WO 2002/020740, US 2002/0068063, WO 2012/078559, US 2014/0302523, WO 2012/003281, US 2013/0190340, US 2016/0022642, WO 2014/063061, US 2015/0274738, WO 2016/118666, US 2016/0214972, WO 2016/149668, US

2016/0272639, WO 2016/169989, US 2018/0118733, WO 2016/197114, US 2018/0147202, WO

2017/011371, US 2017/0008904, WO 2017/011590, US 2017/0037004, WO 2017/079267, US

2017/0121321, WO 2017/117473, WO 2017/117474, WO 2013/106646, WO 2014/108452, WO 2017/197036, US 2019/0076540, WO 2017/197046, US 2019/0076542, WO 2017/197051, US

2019/0076539, WO 2017/197055, US 2019/0076541, and WO 2017/197056, the entirety of each of which is herein incorporated by reference.

[0212] As defined herein and described below, wherein a formula is depicted using square brackets, e.g., , L is attached to a modifiable carbon, oxygen, or nitrogen atom within DIM or LBM including substitution or replacement of a defined group in DIM or LBM.

[0213] In certain embodiments, the present invention provides a compound of formula I, wherein DIM (e.g., LBM) is a cereblon E3 ubiquitin ligase binding moiety thereby forming a compound of formula I-aa: or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described herein, and wherein:

X ¹ is a bivalent moiety selected from a covalent bond, -CH ₂ -, -CHCF ₃ -, -SO ₂ - -S(O)-, -P(O)R- -

X ² is a carbon atom or silicon atom;

X ³ is a bivalent moiety selected from -CR ₂ - -NR-, -O-, -S-, or -Si(R ₂ )-;

R ¹ is hydrogen, deuterium, halogen, -CN, -OR, -SR, -S(O)R, -S(O) ₂ R, -N(R) ₂ , -P(O)(OR) ₂ , - P(O)(NR ₂ )OR, -P(O)(NR ₂ ) ₂ , -Si(OH) ₂ R, -Si(OH)(R) ₂ , -Si(R) ₃ , or an optionally substituted C _1-4 aliphatic; each R ² is independently hydrogen, deuterium, -R ⁶ , halogen, -CN, -NO ₂ , -OR, -SR, -N(R) ₂ , - Si(R) ₃ , -S(O) ₂ R, -S(O) ₂ N(R) ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)N(R) ₂ , -C(O)N(R)OR, - C(R) ₂ N(R)C(O)R, -C(R) ₂ N(R)C(O)N(R) ₂ , -OC(O)R, -OC(O)N(R) ₂ , -OP(O)R ₂ , -OP(O)(OR) ₂ , -

OP(O)(OR)(NR ₂ ), -OP(O)(NR ₂ ) ₂ -, -N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)N(R) ₂ , -N(R)S(O) ₂ R,

-NP(O)R ₂ , -N(R)P(O)(OR) ₂ , -N(R)P(O)(OR)(NR ₂ ), -N(R)P(O)(NR ₂ ) ₂ , or -N(R)S(O) ₂ R;

Ring B is a fused ring selected from 6-membered aryl, 6-membered heteroaryl containing 1 -4 heteroatoms independently selected from nitrogen, oxygen, or sulfur, 5 to 7-membered saturated or partially unsaturated carbocyclyl, 5 to 7-membered saturated or partially unsaturated heterocyclyl with 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur, or 5- membered heteroaryl with 1 -4 heteroatoms independently selected from nitrogen, oxygen or sulfur;

R ³ is selected from hydrogen, halogen, -OR, -N(R) ₂ , or -SR; each R ⁴ is independently hydrogen, -R ⁶ , halogen, -CN, -NO ₂ , -OR,

SR, -NR ₂ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR,

C(O)NR ₂ , -C(O)N(R)OR, -OC(O)R, -OC(O)NR ₂ , -N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)NR ₂ , or -N(R)S(O) ₂ R;

R ⁵ is hydrogen, C _1-6 aliphatic, or -CN; each R ⁶ is independently an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic ring having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur;

L ¹ is a covalent bond or a C _1-4 bivalent straight or branched saturated or unsaturated hydrocarbon chain wherein 1-2 methylene units of the chain are independently and optionally replaced with -O-, - C(O)-, -C(S)-, -C(R) ₂ -, -CH(R)-, -C(F) ₂ -, -N(R)-, -S-, -S(O) ₂ - or -(C)=CH-; m is 0, 1, 2, 3 or 4; each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: two R groups on the same nitrogen are optionally taken together with their intervening atoms to form a 4-7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the nitrogen, independently selected from nitrogen, oxygen, and sulfur.

[0214] Where a point of attachment of -(R ² ) _m is depicted on Ring B, it is intended, and one of ordinary skill in the art would appreciate, that the point of attachment of -(R ² )m may be on Ring A and may also be at any available carbon or nitrogen atom on Ring A including the ring to which Ring B is fused. Where - R ² is attached to a nitrogen atom bound to R ⁴ or R ⁵ , R ⁴ or R ⁵ is absent and -R ² takes the place of the R ⁴ or R ⁵ group. Where -R ² is attached to a carbon atom bound to R ³ , R ³ is absent and -R ² takes the place of the R ³ group. [0215] In some embodiments, a compound of formula I-aa above is provided as a compound of formula I-aa ^† or formula I-aa": or a pharmaceutically acceptable salt thereof, wherein: each of CBM, Ring A, L, L ¹ , R ¹ , R ² , X ¹ , X ² , X ³ , and m is as defined above.

[0216] In certain embodiments, the present invention provides a compound of Formula I, wherein DIM (e.g., LBM) is an E3 ubiquitin ligase (cereblon) binding moiety thereby forming a compound of formula I-cc:

I-cc or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein:

X ¹ is a bivalent moiety selected from a covalent bond, -CH ₂ -, -C(O)-, -C(S)-, or ,

R ¹ is hydrogen, deuterium, halogen, -CN, -OR, -SR, -S(O)R, -S(O) ₂ R, -NR ₂ , or an optionally substituted C _1-4 aliphatic; each R ² is independently hydrogen, -R ⁶ , halogen, -CN, -NO ₂ , -OR, SR, -NR ₂ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR,

C(O)NR ₂ , -C(O)N(R)OR, -OC(O)R, -OC(O)NR ₂ , -N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)NR ₂ , or -N(R)S(O) ₂ R;

Ring B is a fused ring selected from 6-membered aryl, 6-membered heteroaryl containing 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, 5 to 7-membered saturated or partially unsaturated carbocyclyl, 5 to 7-membered saturated or partially unsaturated heterocyclyl with 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur, or 5- membered heteroaryl with 1 -4 heteroatoms independently selected from nitrogen, oxygen or sulfur;

R ³ is selected from hydrogen, halogen, -OR, -N(R) ₂ , or -SR; each R ⁴ is independently hydrogen, -R ⁶ , halogen, -CN, -NO ₂ , -OR, SR, -NR ₂ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR,

C(O)NR ₂ , -C(O)N(R)OR, -OC(O)R, -OC(O)NR ₂ , -N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)NR ₂ , or -N(R)S(O) ₂ R;

R ⁵ is hydrogen, C _1-4 aliphatic, or -CN; each R ⁶ is independently an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic ring having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur; m is 0, 1, 2, 3 or 4; and each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: two R groups on the same nitrogen are optionally taken together with their intervening atoms to form a 4-7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the nitrogen, independently selected from nitrogen, oxygen, and sulfur.

[0217] Where a point of attachment of -(R ² )m is depicted on Ring B, it is intended, and one of ordinary skill in the art would appreciate, that the point of attachment of -(R ² )m may be on Ring A and may also be at any available carbon or nitrogen atom on Ring A including the ring to which Ring B is fused. Where - R ² is attached to a nitrogen atom bound to R ⁴ or R ⁵ , R ⁴ or R ⁵ is absent and -R ² takes the place of the R ⁴ or R ⁵ group. Where -R ² is attached to a carbon atom bound to R ³ , R ³ is absent and -R ² takes the place of the R ³ group.

[0218] In some embodiments, the compound of formula I-cc above is provided as a compound of formula I-cc ^† or formula I-cc": I-cc ^† or a pharmaceutically acceptable salt thereof, wherein: each of CBM, Ring A, L, R ¹ , R ² , X ¹ , and m is as defined above.

[0219] In certain embodiments, the present invention provides a compound of formula I, wherein DIM (e.g., LBM) is an E3 ubiquitin ligase (cereblon) binding moiety thereby forming a compound of formula I- dd:

I-dd or a pharmaceutically acceptable salt thereof, wherein, L and CBM are as defined above and described in embodiments herein, and wherein:

X ¹ is a bivalent moiety selected from a covalent bond, -CH ₂ -, -CHCF ₃ -, -SO ₂ -, -S(O) -, -P(O)R-, -

X ² is a carbon atom or silicon atom;

X ³ is a bivalent moiety selected from -CR ₂ -, -NR-, -O-, -S-, or -Si(R ₂ )-;

R ¹ is hydrogen, deuterium, halogen, -CN, -OR, -SR, -S(O)R, -S(O) ₂ R, -NR ₂ , -P(O)(OR) ₂ , - P(O)(NR ₂ )OR, -P(O)(NR ₂ ) ₂ , -Si(OH) ₂ R, -Si(OH)(R) ₂ , -Si(R)3, or an optionally substituted C _1-4 aliphatic;

Ring C is a mono- or bicyclic ring selected from

each of R ² and R ^3a is independently hydrogen, deuterium, -R ⁶ , halogen, -CN, -NO ₂ , -OR, -SR, -N(R) ₂ , - Si(R) ₃ , -S(O) ₂ R, -S(O) ₂ N(R) ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)N(R) ₂ , -C(O)N(R)OR, - C(R) ₂ N(R)C(O)R, -C(R) ₂ N(R)C(O)N(R) ₂ , -OC(O)R, -OC(O)N(R) ₂ , -OP(O)R ₂ , -OP(O)(OR) ₂ , - OP(O)(OR)(NR ₂ ), -OP(O)(NR ₂ ) ₂ -, -N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)N(R) ₂ , -N(R)S(O) ₂ R, -NP(O)R ₂ , -N(R)P(O)(OR) ₂ , -N(R)P(O)(OR)(NR ₂ ), -N(R)P(O)(NR ₂ ) ₂ , or-N(R)S(O) ₂ R;

Ring D is selected from a 6-membered aryl, 6-membered heteroaryl containing 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, 5 to 7-membered saturated or partially unsaturated carbocyclyl, 5 to 7-membered saturated or partially unsaturated heterocyclyl with 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur, or 5- membered heteroaryl with 1 -4 heteroatoms independently selected from nitrogen, oxygen or sulfur; each R ⁴ is independently hydrogen, -R ⁶ , halogen, -CN, -NO ₂ , -OR,

SR, -NR ₂ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR,

C(O)NR ₂ , -C(O)N(R)OR, -OC(O)R, -OC(O)NR ₂ , -N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)NR ₂ , or -N(R)S(O) ₂ R;

R ⁵ is hydrogen, C _1-4 aliphatic, or -CN; each R ⁶ is independently an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic ring having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur;

L ¹ is a covalent bond or a Cm bivalent straight or branched saturated or unsaturated hydrocarbon chain wherein 1-2 methylene units of the chain are independently and optionally replaced with -O-, - C(O)-, -C(S)-, -C(R) ₂ -, -CH(R)-, -C(F) ₂ -, -N(R)-, -S-, -S(O) ₂ - or -(C)=CH-; m is 0, 1, 2, 3 or 4; n is 0, 1 , 2, 3 or 4; p is 0 or 1, wherein when p is 0, the bond connecting Ring C and Ring D is connected to ; and each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: two R groups on the same nitrogen are optionally taken together with their intervening atoms to form a 4-7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the nitrogen, independently selected from nitrogen, oxygen, and sulfur.

[0220] In some embodiments, a compound of formula I-dd above is provided as a compound of formula I-dd ^† or formula I-dd":

I-dd" or a pharmaceutically acceptable salt thereof, wherein: each of CBM, Ring C, Ring D, L, L ¹ , R ¹ , R ² , R ^3a , X ¹ , X ² , X ³ , n, m, and p is as defined above.

[0221] In certain embodiments, the present invention provides a compound of Formula I, wherein DIM (e.g., LBM) is an E3 ubiquitin ligase (cereblon) binding moiety thereby forming a compound of formula I-ee:

I-ee or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein:

X ¹ is a bivalent moiety selected from a covalent bond, -CH ₂ -, -C(O)-, -C(S)-, or ,

R ¹ is hydrogen, deuterium, halogen, -CN, -OR, -SR, -S(O)R, -S(O) ₂ R, -NR ₂ , or an optionally substituted C _1-4 aliphatic; each of R ² and R ^3a is independently hydrogen, -R ⁶ , halogen, -CN, -NO ₂ , -OR, - SR, -NR ₂ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR,

C(O)NR ₂ , -C(O)N(R)OR, -OC(O)R, -OC(O)NR ₂ , -N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)NR ₂ , or -N(R)S(O) ₂ R;

Ring D is selected from 6-membered aryl, 6-membered heteroaryl containing 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, 5 to 7-membered saturated or partially unsaturated carbocyclyl, 5 to 7-membered saturated or partially unsaturated heterocyclyl with 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur, or 5- membered heteroaryl with 1 -4 heteroatoms independently selected from nitrogen, oxygen or sulfur; each R ⁴ is independently hydrogen, -R ⁶ , halogen, -CN, -NO ₂ , -OR,

SR, -NR ₂ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR,

C(O)NR ₂ , -C(O)N(R)OR, -OC(O)R, -OC(O)NR ₂ , -N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)NR ₂ , or -N(R)S(O) ₂ R;

R ⁵ is hydrogen, C _1-4 aliphatic, or -CN; each R ⁶ is independently an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic ring having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur; m is 0, 1, or 2; n is 0, 1 , 2, 3 or 4; p is 0 or 1, wherein when p is 0, the bond connecting Ring C and Ring D is connected to each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: two R groups on the same nitrogen are optionally taken together with their intervening atoms to form a 4-7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the nitrogen, independently selected from nitrogen, oxygen, and sulfur.

[0222] In some embodiments, a compound of formula I-ee above is provided as a compound of formula I-ee ^† or formula I-ee": or a pharmaceutically acceptable salt thereof, wherein: each of CBM, Ring C, Ring D, L, R ¹ , R ² , R ^3a , X ¹ , n, m, and p is as defined above.

[0223] In certain embodiments, the present invention provides a compound of formula I, wherein DIM (e.g., LBM) is an E3 ubiquitin ligase (cereblon) binding moiety thereby forming a compound of formula I- ff:

I-ff or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein:

X ¹ is a bivalent moiety selected from a covalent bond, -CH ₂ -, -CHCF ₃ -, -SO ₂ -, -S(O) -, -P(O)R-, -

X ² is a carbon atom or silicon atom;

X ³ is a bivalent moiety selected from -CR ₂ -, -NR-, -O-, -S-, or -Si(R ₂ )-;

R ¹ is hydrogen, deuterium, halogen, -CN, -OR, -SR, -S(O)R, -S(O) ₂ R, -NR ₂ , -P(O)(OR) ₂ , -

P(O)(NR ₂ )OR, -P(O)(NR ₂ ) ₂ , -Si(OH) ₂ R, -Si(OH)(R) ₂ , -Si(R)3, or an optionally substituted C _1-4 aliphatic;

each or R ² and R ^3a is independently hydrogen, deuterium, -R ⁶ , halogen, -CN, -NO ₂ , -OR, -SR, -N(R) ₂ , - Si(R) ₃ , -S(O) ₂ R, -S(O) ₂ N(R) ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)N(R) ₂ , -C(O)N(R)OR, - C(R) ₂ N(R)C(O)R, -C(R) ₂ N(R)C(O)N(R) ₂ , -OC(O)R, -OC(O)N(R) ₂ , -OP(O)R ₂ , -OP(O)(OR) ₂ , - OP(O)(OR)(NR ₂ ), -OP(O)(NR ₂ ) ₂ -, -N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)N(R) ₂ , -N(R)S(O) ₂ R, -NP(O)R ₂ , -N(R)P(O)(OR) ₂ , -N(R)P(O)(OR)(NR ₂ ), -N(R)P(O)(NR ₂ ) ₂ , or-N(R)S(O) ₂ R; Ring D is selected from 6-membered aryl, 6-membered heteroaryl containing 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, 5 to 7-membered saturated or partially unsaturated carbocyclyl, 5 to 7-membered saturated or partially unsaturated heterocyclyl with 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur, or 5- membered heteroaryl with 1 -4 heteroatoms independently selected from nitrogen, oxygen or sulfur; each R ⁴ is independently hydrogen, -R ⁶ , halogen, -CN, -NO ₂ , -OR,

SR, -NR ₂ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR,

C(O)NR ₂ , -C(O)N(R)OR, -OC(O)R, -OC(O)NR ₂ , -N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)NR ₂ , or -N(R)S(O) ₂ R;

R ⁵ is hydrogen, C _1-4 aliphatic, or -CN; each R ⁶ is independently an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic ring having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur;

L ¹ is a covalent bond or a C1-3 bivalent straight or branched saturated or unsaturated hydrocarbon chain wherein 1-2 methylene units of the chain are independently and optionally replaced with -O-, - C(O)-, -C(S)-, -C(R) ₂ -, -CH(R)-, -C(F) ₂ -, -N(R)-, -S-, -S(O) ₂ - or -(C)=CH-; m is 0, 1, 2, 3 or 4; n is 0, 1 , 2, 3 or 4; p is 0 or 1; and each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: two R groups on the same nitrogen are optionally taken together with their intervening atoms to form a 4-7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the nitrogen, independently selected from nitrogen, oxygen, and sulfur.

[0224] In some embodiments, a compound of formula I-ff above is provided as a compound of formula

I-ff or formula I-ff h

I-ff" or a pharmaceutically acceptable salt thereof, wherein: each of CBM, Ring C, Ring D, L, L ¹ , R ¹ , R ² , R ^3a , X ¹ , X ² , X ³ , m, n, and p is as defined above.

[0225] In certain embodiments, the present invention provides a compound of Formula I, wherein DIM (e.g., LBM) is an E3 ubiquitin ligase (cereblon) binding moiety thereby forming a compound of formula I-gg: or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein: X ¹ is a bivalent moiety selected from a covalent bond, -CH ₂ -, -C(O)-, -C(S)-, or

R ¹ is hydrogen, deuterium, halogen, -CN, -OR, -SR, -S(O)R, -S(O) ₂ R, -NR ₂ , or an optionally substituted C _1-4 aliphatic;

each of R ² , R ^3a , and R ⁴ is independently hydrogen, -R ⁶ , halogen, -CN, -NO ₂ , -OR, - SR, -NR ₂ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR,

C(O)NR ₂ , -C(O)N(R)OR, -OC(O)R, -OC(O)NR ₂ , -N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)NR ₂ , or -N(R)S(O) ₂ R;

Ring D is selected from 6-membered aryl, 6-membered heteroaryl containing 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, 5 to 7-membered saturated or partially unsaturated carbocyclyl, 5 to 7-membered saturated or partially unsaturated heterocyclyl with 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur, or 5- membered heteroaryl with 1 -4 heteroatoms independently selected from nitrogen, oxygen or sulfur; R ⁵ is hydrogen, C _1-4 aliphatic, or -CN; each R ⁶ is independently an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic ring having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur; m is 0, 1, or 2; n is 0, 1, 2, 3, or 4; p is 0 or 1; and each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: two R groups on the same nitrogen are optionally taken together with then intervening atoms to form a 4-7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the nitrogen, independently selected from nitrogen, oxygen, and sulfur.

[0226] In some embodiments, a compound of formula I-gg above is provided as a compound of formula I-gg ^† or formula

or a pharmaceutically acceptable salt thereof, wherein: each of CBM, Ring C, Ring D, L, R ¹ , R ² , R ^3a , X ¹ , m, n, and p is as defined above.

[0227] In certain embodiments, the present invention provides a compound of Formula I, wherein DIM (e.g., LBM) is an E3 ubiquitin ligase (cereblon) binding moiety thereby forming a compound of formula I-hh:

I-hh or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein:

X ¹ is a bivalent moiety selected from a covalent bond, -CH ₂ -, -CHCF ₃ -, -SO ₂ -, -S(O) -, -P(O)R-, -

X ² is a carbon atom, nitrogen atom, or silicon atom;

X ³ is a bivalent moiety selected from a covalent bond, -CR ₂ -, -NR-, -O-, -S-, or -SiR ₂ -;

R ¹ is absent, hydrogen, deuterium, halogen, -CN, -OR, -SR, -S(O)R, -S(O) ₂ R, -NR ₂ , -P(O)(OR) ₂ , - P(O)(NR ₂ )OR, -P(O)(NR ₂ ) ₂ , -Si(OH) ₂ R, -Si(OH)R ₂ , -SiRa, or an optionally substituted C _1-4 aliphatic; each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: two R groups on the same nitrogen are taken together with their intervening atoms to form a 4- 7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the nitrogen, independently selected from nitrogen, oxygen, and sulfur; each R ² is independently hydrogen, deuterium, -R ⁶ , halogen, -CN, -NO ₂ , -OR, -SR, -NR ₂ , - SiR ₃ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)NR ₂ , -C(O)N(R)OR, -

C(R) ₂ N(R)C(O)R, -C(R) ₂ N(R)C(O)N(R) ₂ , -OC(O)R, -OC(O)N(R) ₂ , -OP(O)R ₂ , -OP(O)(OR) ₂ , - OP(O)(OR)NR ₂ , -OP(O)(NR ₂ ) ₂ -, -N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)NR ₂ , -N(R)S(O) ₂ R, - NP(O)R ₂ , -N(R)P(O)(OR) ₂ , -N(R)P(O)(OR)NR ₂ , -N(R)P(O)(NR ₂ ) ₂ , or -N(R)S(O) ₂ R; each R ⁶ is independently an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic ring having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur; each of Ring E, Ring F, and Ring G is independently a fused ring selected from 6 -membered aryl, 6- membered heteroaryl containing 1-4 heteroatoms independently selected from nitrogen, oxygen, or sulfur, 5 to 7-membered saturated or partially unsaturated carbocyclyl, 5 to 7-membered saturated or partially unsaturated heterocyclyl with 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur, or 5-membered heteroaryl with 1-4 heteroatoms independently selected from nitrogen, oxygen or sulfur, wherein Ring E, Ring F, and Ring G is independently and optionally substituted with 1-2 oxo groups;

L ¹ is a covalent bond or a C1-3 bivalent straight or branched saturated or unsaturated hydrocarbon chain wherein 1-2 methylene units of the chain are independently and optionally replaced with -O-, - C(O)-, -C(S)-, -C(R) ₂ -, -CH(R)-, -C(F) ₂ -, -N(R)-, -S-, -S(O) ₂ - or -(C)=CH-; and m is 0, 1, 2, 3, 4, 5, 6, 7, 8, 9, 10, 11, 12, 13, 14, 15, or 16.

[0228] Where a point of attachment of is depicted on Ring E, Ring F, or Ring G, it is intended, and one of ordinary skill in the art would appreciate, that the point of attachment of may be on any available carbon or nitrogen atom on Ring E, Ring F, or Ring G, including the ring to which Ring E or Ring G is fused to Ring F.

[0229] Where a point of attachment of -(R ² )m is depicted on Ring E, Ring F, or Ring G, it is intended, and one of ordinary skill in the art would appreciate, that the point of attachment of -(R ² )m may be at any available carbon or nitrogen atom on Ring E, Ring F, or Ring G including the carbon atom to which Ring E or Ring G is fused to Ring F. [0230] Where a point of attachment o s depicted on Ring E, Ring F, or Ring

G, it is intended, and one of ordinary skill in the art would appreciate, that the point of attachment of may be on any available carbon or nitrogen atom on Ring E, Ring F, or Ring G, including the carbon atom to which Ring E or Ring G is fused to Ring F.

[0231] In some embodiments, a compound of formula I-hh above is provided as a compound of formula I-hh ^† or formula I-hh":

I-hh" or a pharmaceutically acceptable salt thereof, wherein: each of CBM, Ring E, Ring F, Ring G, L, L ¹ , R ¹ , R ² , X ¹ , X ² , X ³ , and m is as defined above.

[0232] In certain embodiments, the present invention provides a compound of Formula I, wherein DIM (e.g., LBM) is an E3 ubiquitin ligase (cereblon) binding moiety thereby forming a compound of formula I-hh-1 or I-hh-2:

I-hh-1

I-hh-2 or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein: each R ² is independently hydrogen, deuterium, -R ⁶ , halogen, -CN, -NO ₂ , -OR, -SR, -NR ₂ , - SiR ₃ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)NR ₂ , -C(O)N(R)OR, - C(R) ₂ N(R)C(O)R, -C(R) ₂ N(R)C(O)N(R) ₂ , -OC(O)R, -OC(O)N(R) ₂ , -OP(O)R ₂ , -OP(O)(OR) ₂ , - OP(O)(OR)NR ₂ , -OP(O)(NR ₂ ) ₂ -, -N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)NR ₂ , -N(R)S(O) ₂ R, - NP(O)R ₂ , -N(R)P(O)(OR) ₂ , -N(R)P(O)(OR)NR ₂ , -N(R)P(O)(NR ₂ ) ₂ , or -N(R)S(O) ₂ R; each R ⁶ is independently an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic ring having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur; each of Ring E, Ring F, and Ring G is independently a fused ring selected from 6 -membered aryl, 6- membered heteroaryl containing 1 -4 heteroatoms independently selected from nitrogen, oxygen, or sulfur, 5 to 7-membered saturated or partially unsaturated carbocyclyl, 5 to 7-membered saturated or partially unsaturated heterocyclyl with 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur, or 5-membered heteroaryl with 1-4 heteroatoms independently selected from nitrogen, oxygen or sulfur, wherein Ring E, Ring F, and Ring G is independently and optionally substituted with 1-2 oxo groups; each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: two R groups on the same nitrogen are taken together with their intervening atoms to form a 4- 7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the nitrogen, independently selected from nitrogen, oxygen, and sulfur;

L ¹ is a covalent bond or a C1-3 bivalent straight or branched saturated or unsaturated hydrocarbon chain wherein 1-2 methylene units of the chain are independently and optionally replaced with -O-, - C(O)-, -C(S)-, -C(R) ₂ -, -CH(R)-, -C(F) ₂ -, -N(R)-, -S-, -S(O) ₂ - or -(C)=CH-; m is 0, 1, 2, 3, 4, 5, 6, 7, 8, 9, 10, 11, 12, 13, 14, 15, or 16; and

R ⁴ , R ¹⁰ , R ¹¹ , R ¹⁵ , W ¹ , W ² , and X is as defined in WO 2019/099868, the entirety of each of which is herein incorporated by reference.

[0233] Where a point of attachment of ' ⁵ is depicted on Ring E, Ring F, or Ring G, it is intended, and one of ordinary skill in the art would appreciate, that the point of attachment of may be on any available carbon or nitrogen atom on Ring E, Ring F, or Ring G, including the ring to which Ring E or Ring G is fused to Ring F.

[0234] Where a point of attachment of-(R ² ) _m is depicted on Ring E, Ring F, or Ring G, it is intended, and one of ordinary skill in the art would appreciate, that the point of attachment of -(R ² )m may be at any available carbon or nitrogen atom on Ring E, Ring F, or Ring G including the carbon atom to which Ring E or Ring G is fused to Ring F.

[0235] Where a point of attachment depicted on Ring E, Ring F, or Ring G, it is intended, and one of ordinary skill in the art would appreciate, that the point of attachment available carbon or nitrogen atom on Ring E, Ring F, or Ring G, including the carbon atom to which Ring

E or Ring G is fused to Ring F.

[0236] In certain embodiments, the present invention provides a compound of Formula I, wherein

LBM is an E3 ubiquitin ligase (cereblon) binding moiety thereby forming a compound of formula I-ii:

I-ii or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein: X ¹ is a bivalent moiety selected from a covalent bond, -CH ₂ -, -C(O)-, -C(S)-, or ;

R ¹ is hydrogen, deuterium, halogen, -CN, -OR, -SR, -S(O)R, -S(O) ₂ R, -N(R) ₂ , -Si(R) ₃ , or an optionally substituted C _1-4 aliphatic; each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: two R groups on the same nitrogen are taken together with their intervening atoms to form a 4- 7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the nitrogen, independently selected from nitrogen, oxygen, and sulfur; each R ² is independently hydrogen, deuterium, -R ⁶ , halogen, -CN, -NO?, -OR, -SR, -N(R) ₂ , -

Si(R) ₃ , -S(O) ₂ R, -S(O) ₂ N(R) ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)N(R) ₂ , -C(O)N(R)OR, - C(R) ₂ N(R)C(O)R, -C(R) ₂ N(R)C(O)N(R) ₂ , -OC(O)R, -OC(O)N(R) ₂ ,

N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)N(R) ₂ , or -N(R)S(O) ₂ R; each R ⁶ is independently an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic ring having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur; each of Ring E, Ring F, and Ring G is independently a fused ring selected from 6-membered aryl containing 0-3 nitrogens, 5 to 7-membered saturated or partially unsaturated carbocyclyl, 5 to 7-membered saturated or partially unsaturated heterocyclyl with 1 -3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur, or 5 -membered heteroaryl with 1-3 heteroatoms independently selected from nitrogen, oxygen or sulfur, wherein Ring E, Ring F, and Ring G is independently and optionally substituted with 1-2 oxo groups; and m is 0, 1, 2, 3, or 4.

[0237] Where a point of attachment of ' is depicted on Ring E, Ring F, or Ring G, it is intended, and one of ordinary skill in the art would appreciate, that the point of attachment of may be on any available carbon or nitrogen atom on Ring E, Ring F, or Ring G, including the ring to which Ring E or Ring G is fused to Ring F. [0238] Where a point of attachment of-(R ² ) _m is depicted on Ring E, Ring F, or Ring G, it is intended, and one of ordinary skill in the art would appreciate, that the point of attachment of -(R ² ) _m may be at any available carbon or nitrogen atom on Ring E, Ring F, or Ring G including the carbon atom to which Ring E or Ring G is fused to Ring F.

[0239] In some embodiments, a compound of formula I-ii above is provided as a compound of formula l-ii ^† or formula l-ii”: or a pharmaceutically acceptable salt thereof, wherein: each of CBM, L, Ring E, Ring F, Ring G, L, R ¹ , R ² , X ¹ , and m is as defined above.

[0240] In certain embodiments, the present invention provides a compound of Formula I, wherein DIM (e.g., LBM) is an E3 ubiquitin ligase (cereblon) binding moiety thereby forming a compound of or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein:

X ¹ is a bivalent moiety selected from a covalent bond, -CH ₂ - -CHCF ₃ -, -SO ₂ -, -S(O) -, -P(O)R-, -

P(O)OR- -P(O)NR ₂ -, -C(O)-, -C(S)-, or

X ² is a carbon atom, nitrogen atom, or silicon atom;

X ³ is a bivalent moiety selected from a covalent bond, -CR ₂ -, -NR-, -O-, -S-, or -SiR ₂ -; R ¹ is absent, hydrogen, deuterium, halogen, -CN, -OR, -SR, -S(O)R, -S(O) ₂ R, -NR ₂ , -P(O)(OR) ₂ , - P(O)(NR ₂ )OR, -P(O)(NR ₂ ) ₂ , -Si(OH) ₂ R, -Si(OH)R ₂ , -SiRa, or an optionally substituted C _1-4 aliphatic; each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: two R groups on the same nitrogen are taken together with their intervening atoms to form a 4- 7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the nitrogen, independently selected from nitrogen, oxygen, and sulfur; each R ² is independently hydrogen, deuterium, -R ⁶ , halogen, -CN, -NO?, -OR, -SR, -N(R) ₂ , - Si(R) ₃ , -S(O) ₂ R, -S(O) ₂ N(R) ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)N(R) ₂ , -C(O)N(R)OR, - C(R) ₂ N(R)C(O)R, -C(R) ₂ N(R)C(O)N(R) ₂ , -OC(O)R, -OC(O)N(R) ₂ , -OP(O)R ₂ , -OP(O)(OR) ₂ , - OP(O)(OR)(NR ₂ ), -OP(O)(NR ₂ ) ₂ -, -N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)N(R) ₂ , -N(R)S(O) ₂ R, -NP(O)R ₂ , -N(R)P(O)(OR) ₂ , -N(R)P(O)(OR)(NR ₂ ), -N(R)P(O)(NR ₂ ) ₂ , or-N(R)S(O) ₂ R; each R ⁶ is independently an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic ring having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur;

Ring E is a fused ring selected from 6-membered aryl, 6-membered heteroaryl containing 1 -4 heteroatoms independently selected from nitrogen, oxygen, or sulfur, 5 to 7-membered saturated or partially unsaturated carbocyclyl, 5 to 7-membered saturated or partially unsaturated heterocyclyl with 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur, or 5- membered heteroaryl with 1 -4 heteroatoms independently selected from nitrogen, oxygen or sulfur;

Ring H is a fused ring selected from a 7-9 membered saturated or partially unsaturated carbocyclyl or heterocyclyl ring with 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur, wherein Ring E is optionally further substituted with 1-2 oxo groups;

L ¹ is a covalent bond or a C1-3 bivalent straight or branched saturated or unsaturated hydrocarbon chain wherein 1-2 methylene units of the chain are independently and optionally replaced with -O-, - C(O)-, -C(S)-, -C(R) ₂ -, -CH(R)-, -C(F) ₂ -, -N(R)-, -S-, -S(O) ₂ - or -(C)=CH-; m is 0, 1, 2, 3, or 4.

[0241] Where a point of attachment of is depicted on Ring E or Ring H, it is intended, and one of ordinary skill in the art would appreciate, that the point of attachment of may be on any available carbon or nitrogen atom on Ring E or Ring H including the carbon atom to which Ring E and Ring H are fused.

[0242] Where a point of attachment of -(R ² ) _m is depicted on Ring E and Ring H, it is intended, and one of ordinary skill in the art would appreciate, that the point of attachment of -(R ² )m may be on any available carbon or nitrogen atom on Ring E or Ring H including the carbon atom to which Ring E and Ring H are fused.

[0243] Where a point of attachment depicted on Ring E and Ring H, it is intended, and one of ordinary skill in the art would appreciate, that the point of attachment of may be on any available carbon or nitrogen atom on Ring E or Ring H including the carbon atom to which Ring E and Ring El are fused.

[0244] In some embodiments, a compound of formula I-jj above is provided as a compound of formula

I-jj ^† or formula I-jj”:

I-jj" or a pharmaceutically acceptable salt thereof, wherein: each of CBM, Ring E, Ring H, L, L ¹ , R ¹ , R ² , X ¹ , X ² , X ³ , and m is as defined above.

[0245] In certain embodiments, the present invention provides a compound of Formula I, wherein

LBM is an E3 ubiquitin ligase (cereblon) binding moiety thereby forming a compound of formula I-kk:

I-kk or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein:

X ¹ is a bivalent moiety selected from a covalent bond, -CH ₂ - -C(O)-, -C(S)-, or ;

R ¹ is hydrogen, deuterium, halogen, -CN, -OR, -SR, -S(O)R, -S(O) ₂ R, -N(R) ₂ , -Si(R)a, or an optionally substituted C _1-4 aliphatic; each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: two R groups on the same nitrogen are taken together with their intervening atoms to form a 4- 7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the nitrogen, independently selected from nitrogen, oxygen, and sulfur; each R ² is independently hydrogen, deuterium, -R ⁶ , halogen, -CN, -NO ₂ , -OR, -SR, -N(R) ₂ , - Si(R) ₃ , -S(O) ₂ R, -S(O) ₂ N(R) ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)N(R) ₂ , -C(O)N(R)OR, - C(R) ₂ N(R)C(O)R, -C(R) ₂ N(R)C(O)N(R) ₂ , -OC(O)R, -OC(O)N(R) ₂ ,

N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)N(R) ₂ , or -N(R)S(O) ₂ R; each R ⁶ is independently an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic ring having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur;

Ring E is a fused ring selected from 6-membered aryl, 6-membered heteroaryl containing 1 -4 heteroatoms independently selected from nitrogen, oxygen, or sulfur, 5 to 7-membered saturated or partially unsaturated carbocyclyl, 5 to 7-membered saturated or partially unsaturated heterocyclyl with 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur, or 5- membered heteroaryl with 1 -4 heteroatoms independently selected from nitrogen, oxygen or sulfur;

Ring H is a ring selected from a 7-9 membered saturated or partially unsaturated carbocyclyl or heterocyclyl ring with 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur, wherein Ring E is optionally further substituted with 1-2 oxo groups; and m is 0, 1, 2, 3, or 4.

[0246] Where a point of attachment is depicted on Ring E or Ring H, it is intended, and one of ordinary skill in the art would appreciate, that the point of attachment of may be on any available carbon or nitrogen atom on Ring E or Ring H including the carbon atom to which Ring E and Ring El are fused.

[0247] Where a point of attachment of -(R ² ) _m is depicted on Ring E and Ring El, it is intended, and one of ordinary skill in the art would appreciate, that the point of attachment of -(R ² )m may be on any available carbon or nitrogen atom on Ring E or Ring H including the carbon atom to which Ring E and Ring El are fused.

[0248] Where a point of attachment of j _s depicted on Ring E and Ring H, it is intended, and one of ordinary skill in the art would appreciate, that the point of attachment o may be on any available carbon or nitrogen atom on Ring E or Ring H including the carbon atom to which Ring E and Ring El are fused.

[0249] In some embodiments, a compound of formula I-kk above is provided as a compound of formula I-kk ^† or formula l-kk": or a pharmaceutically acceptable salt thereof, wherein: each of CBM, Ring E, Ring H, L, R ¹ , R ² , X ¹ , and m is as defined above.

[0250] In certain embodiments, the present invention provides a compound of Formula I, wherein DIM (e.g., LBM) is an E3 ubiquitin ligase (cereblon) binding moiety thereby forming a compound of formula 1-11: or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein:

X ¹ is a bivalent moiety selected from a covalent bond, -CH ₂ -, -CHCF ₃ -, -SO ₂ -, -S(O) -, -P(O)R-, -

X ² is a carbon atom, nitrogen atom, or silicon atom;

X ³ is a bivalent moiety selected from a covalent bond, -CR ₂ -, -NR-, -O-, -S-, or -SiR ₂ -;

R ¹ is absent, hydrogen, deuterium, halogen, -CN, -OR, -SR, -S(O)R, -S(O) ₂ R, -NR ₂ , -P(O)(OR) ₂ , - P(O)(NR ₂ )OR, -P(O)(NR ₂ ) ₂ , -Si(OH) ₂ R, -Si(OH)R ₂ , -SiR s, or an optionally substituted C _1-4 aliphatic; each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: two R groups on the same nitrogen are taken together with their intervening atoms to form a 4- 7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the nitrogen, independently selected from nitrogen, oxygen, and sulfur; each R ² is independently hydrogen, deuterium, -R ⁶ , halogen, -CN, -NO ₂ , -OR, -SR, -N(R) ₂ , - Si(R) ₃ , -S(O) ₂ R, -S(O) ₂ N(R) ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)N(R) ₂ , -C(O)N(R)OR, - C(R) ₂ N(R)C(O)R, -C(R) ₂ N(R)C(O)N(R) ₂ , -OC(O)R, -OC(O)N(R) ₂ , -OP(O)R ₂ , -OP(O)(OR) ₂ , - OP(O)(OR)(NR ₂ ), -OP(O)(NR ₂ ) ₂ -, -N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)N(R) ₂ , -N(R)S(O) ₂ R, -NP(O)R ₂ , -N(R)P(O)(OR) ₂ , -N(R)P(O)(OR)(NR ₂ ), -N(R)P(O)(NR ₂ ) ₂ , or-N(R)S(O) ₂ R; each R ⁶ is independently an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic ring having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur; each of Ring I and J is independently a fused ring selected from 6-membered aryl, 6-membered heteroaryl containing 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, 5 to 7- membered saturated or partially unsaturated carbocyclyl, 5 to 7-membered saturated or partially unsaturated heterocyclyl with 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur, or 5-membered heteroaryl with 1-4 heteroatoms independently selected from nitrogen, oxygen or sulfur;

Ring K is a fused ring selected from a 5-12 membered saturated or partially unsaturated carbocyclyl or heterocyclyl ring with 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur, wherein Ring H is optionally further substituted with 1-2 oxo groups;

L ¹ is a covalent bond or a C1.3 bivalent straight or branched saturated or unsaturated hydrocarbon chain wherein 1-2 methylene units of the chain are independently and optionally replaced with -O-, - C(O)-, -C(S)-, -C(R) ₂ -, -CH(R)-, -C(F) ₂ -, -N(R)-, -S-, -S(O) ₂ - or -(C)=CH-; and m is 0, 1, 2, 3, or 4.

[0251] Where a point of attachment of ' is depicted on Ring 1, Ring J, and Ring K, it is intended, and one of ordinary skill in the art would appreciate, that the point of attachment of may be on any available carbon or nitrogen atom on Ring I, Ring J, or Ring K, including the carbon atom to which Ring I, Ring J, and Ring 1< are fused.

[0252] Where a point of attachment of-(R ² ) _m is depicted on Ring I, Ring J, and Ring K, it is intended, and one of ordinary skill in the art would appreciate, that the point of attachment of -(R ² ) _m may be on any available carbon or nitrogen atom on Ring I, Ring J, or Ring K, including the carbon atom to which Ring I, Ring J, and Ring K are fused.

[0253] Where a point of attachment depicted on Ring 1, Ring J, and

Ring K, it is intended, and one of ordinary skill in the art would appreciate, that the point of attachment of may be on any available carbon or nitrogen atom on Ring I, Ring J, or Ring K, including the carbon atom to which Ring I, Ring J, and Ring K are fused.

[0254] In some embodiments, a compound of formula 1-11 above is provided as a compound of formula I-ir or formula 1-11 or a pharmaceutically acceptable salt thereof, wherein: each of CBM, Ring I, Ring J, Ring K, L, L ¹ , R ¹ , R ² , X ¹ , X ² , X ³ , and m is as defined above.

[0255] In certain embodiments, the present invention provides a compound of formula I-mm:

I-mm or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein:

X ¹ is a bivalent moiety selected from a covalent bond, -CH ₂ -, -C(O)-, -C(S)-, or ;

R ¹ is hydrogen, deuterium, halogen, -CN, -OR, -SR, -S(O)R, -S(O) ₂ R, -N(R) ₂ , -Si(R)s, or an optionally substituted C _1-4 aliphatic; each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: two R groups on the same nitrogen are taken together with their intervening atoms to form a 4- 7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the nitrogen, independently selected from nitrogen, oxygen, and sulfur; each R ² is independently hydrogen, deuterium, -R ⁶ , halogen, -CN, -NO ₂ , -OR, -SR, -N(R) ₂ , - Si(R) ₃ , -S(O) ₂ R, -S(O) ₂ N(R) ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)N(R) ₂ , -C(O)N(R)OR, - C(R) ₂ N(R)C(O)R, -C(R) ₂ N(R)C(O)N(R) ₂ , -OC(O)R, -OC(O)N(R) ₂ ,

N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)N(R) ₂ , or -N(R)S(O) ₂ R; each R ⁶ is independently an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic ring having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur; each of Ring I and J is independently a fused ring selected from 6-membered aryl, 6-membered heteroaryl containing 1-4 heteroatoms independently selected from nitrogen, oxygen, or sulfur, 5 to 7- membered saturated or partially unsaturated carbocyclyl, 5 to 7-membered saturated or partially unsaturated heterocyclyl with 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur, or 5-membered heteroaryl with 1-4 heteroatoms independently selected from nitrogen, oxygen or sulfur;

Ring K is a fused ring selected from a 5-12 membered saturated or partially unsaturated carbocyclyl or heterocyclyl ring with 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur, wherein Ring H is optionally further substituted with 1-2 oxo groups; and m is 0, 1, 2, 3, or 4.

[0256] Where a point of attachment of is depicted on Ring 1, Ring J, and Ring K, it is intended, and one of ordinary skill in the art would appreciate, that the point of attachment of may be on any available carbon or nitrogen atom on Ring I, Ring J, or Ring K, including the carbon atom to which Ring I, Ring J, and Ring K are fused.

[0257] Where a point of attachment of -(R ² )m is depicted on Ring I, Ring J, and Ring K, it is intended, and one of ordinary skill in the art would appreciate, that the point of attachment of -(R ² ) _m may be on any available carbon or nitrogen atom on Ring I, Ring J, or Ring K, including the carbon atom to which Ring I, Ring J, and Ring K are fused.

R ¹ / — \

P\ / ⁼⁰

[0258] Where a point of attachment of X ¹ -NH j _s depicted on Ring I, Ring J, and Ring K, it is

R ¹ — v

P\ /=° intended, and one of ordinary skill in the art would appreciate, that the point of attachment of X ¹ -NH may be on any available carbon or nitrogen atom on Ring I, Ring J, or Ring K, including the carbon atom to which Ring 1, Ring J, and Ring K are fused.

[0259] In some embodiments, a compound of formula I-mm above is provided as a compound of formula l-mm ^† or formula I-mm": or a pharmaceutically acceptable salt thereof, wherein: each of CBM, Ring I, Ring J, Ring K, L, R ¹ , R ² , X ¹ , and m is as defined above.

[0260] As described above, in another aspect, the present invention provides a compound of Formula

I-nn: each of X ¹ , X ⁶ , and X ⁷ is independently a bivalent moiety selected from a covalent bond, -CH ₂ -, -CHCF ₃ - each of X ³ and X ⁵ is independently a bivalent moiety selected from a covalent bond, -CR ₂ -, -NR-, -O-, -

S- , or -SiR ₂ -; each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: two R groups on the same nitrogen are taken together with their intervening atoms to form a 4- 7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the nitrogen, independently selected from nitrogen, oxygen, and sulfur; each R ^3a is independently hydrogen, deuterium, -R ⁶ , halogen, -CN, -NO ₂ , -OR, -SR, -NR ₂ , - SiR ₃ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)NR ₂ , -C(O)N(R)OR, - C(R) ₂ N(R)C(O)R, -C(R) ₂ N(R)C(O)N(R) ₂ , -OC(O)R, -OC(O)N(R) ₂ , -OP(O)R ₂ , -OP(O)(OR) ₂ , - OP(O)(OR)NR ₂ , -OP(O)(NR ₂ ) ₂ -, -N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)NR ₂ , -N(R)S(O) ₂ R, - NP(O)R ₂ , -N(R)P(O)(OR) ₂ , -N(R)P(O)(OR)NR ₂ , -N(R)P(O)(NR ₂ ) ₂ , or -N(R)S(O) ₂ R; each R ⁶ is independently an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic ring having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur; each R ⁷ is independently hydrogen, deuterium, halogen, -CN, -OR, -SR, -S(O)R, -S(O) ₂ R, -NR ₂ , - P(O)(OR) ₂ , -P(O)(NR ₂ )OR, -P(O)(NR ₂ ) ₂ , -Si(OH)R ₂ , -Si(OH) ₂ R, -SiR ₃ , or an optionally substituted C _1-4 aliphatic; or

R ⁷ and X ¹ or X ³ are taken together with their intervening atoms to form a 5-7 membered saturated, partially unsaturated, carbocyclic ring or heterocyclic ring having 1 -3 heteroatoms, independently selected from boron, nitrogen, oxygen, silicon, or sulfur; two R ⁷ groups on the same carbon are optionally taken together with their intervening atoms to form a 3-6 membered spiro fused ring or a 4-7 membered heterocyclic ring having 1-2 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur; two R ⁷ groups on adjacent carbon atoms are optionally taken together with their intervening atoms to form a 3-7 membered saturated, partially unsaturated, carbocyclic ring or heterocyclic ring having 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur, or a 7-13 membered saturated, partially unsaturated, bridged heterocyclic ring, or a spiro heterocyclic ring having 1-3 heteroatoms, independently selected from boron, nitrogen, oxygen, silicon, or sulfur;

Ring D is selected from 6 to 10-membered aryl or heteroaryl containing 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, 5 to 7-membered saturated or partially unsaturated carbocyclyl, 5 to 7-membered saturated or partially unsaturated heterocyclyl with 1 -3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur, or 5 -membered heteroaryl with 1-4 heteroatoms independently selected from nitrogen, oxygen or sulfur;

L ¹ is a covalent bond or a C1-3 bivalent straight or branched saturated or unsaturated hydrocarbon chain wherein 1-2 methylene units of the chain are independently and optionally replaced with -O-, - C(O)-, -C(S)-, -C(R) ₂ -, -CH(R)-, -C(F) ₂ -, -N(R)-, -S-, -S(O) ₂ - or -(C)=CH-; n is 0, 1, 2, 3, or 4; and q is 0, 1, 2, 3, or 4.

[0261]

[0262] In some embodiments, a compound of formula I-nn, wherein X ⁴ is nitrogen, to provide a compound of formula I-nn-1 :

I-nn-1 or a pharmaceutically acceptable salt thereof, wherein:

[0263] As defined above and described herein, each of X ¹ , X ⁶ , and X ⁷ is independently a bivalent moiety selected from a covalent bond, -CH ₂ -, -C(R) ₂ -, -C(O)-, — C(S)— , -CH(R)-, -CH(CF ₃ )-, -

[0264] In some embodiments, each of X ¹ , X ⁶ , and X ⁷ is independently a covalent bond. In some embodiments, each of X ¹ , X ⁶ , and X ⁷ is independently -CH ₂ - In some embodiments, each of X ¹ , X ⁶ , and X ⁷ is independently -CR ₂ -. In some embodiments, each of X ¹ , X ⁶ , and X ⁷ is independently -C(O)-. In some embodiments, each of X ¹ , X ⁶ , and X ⁷ is independently -C(S)-. In some embodiments, each of X ¹ , X ⁶ , and X ⁷ is independently -CH(R)-. In some embodiments, each of X ¹ , X ⁶ , and X ⁷ is independently - CH(CFj)-. In some embodiments, each of X ¹ , X ⁶ , and X ⁷ is independently -P(O)(OR)-. In some embodiments, each of X ¹ , X ⁶ , and X ⁷ is independently -P(O)(R)-. In some embodiments, each of X ¹ , X ⁶ , and X ⁷ is independently -P(O)NR ₂ - In some embodiments, each of X ¹ , X ⁶ , and X ⁷ is independently -S(O)- . In some embodiments, each of X ¹ , X ⁶ , and X ⁷ is independently -S(O) ₂ - In some embodiments, each of

X ¹ , X ⁶ , and X ⁷ is independently .

[0265] In some embodiments, each of X ¹ , X ⁶ , and X ⁷ is independently selected from those depicted in

Table 1 below.

[0266] As defined above and described herein, X ² is a carbon atom, nitrogen atom, or silicon atom.

[0267] In some embodiments, X ² is a carbon atom. In some embodiments, X ² is a nitrogen atom. In some embodiments, X ² is a silicon atom.

[0268] In some embodiments, X ² is selected from those depicted in Table 1 below.

[0269] As defined above and described herein, X ³ is a bivalent moiety selected from -CH ₂ -, -CR ₂ -, -NR-, -CF2-, -CHF-, -S-, -CH(R)-, -SiR ₂ -, or -O-.

[0270] In some embodiments, each of X ³ and X ⁵ is independently -CH ₂ -. In some embodiments, each of X ³ and X ⁵ is independently -CR ₂ -. In some embodiments, each of X ³ and X ⁵ is independently -NR-. In some embodiments, each of X ³ and X ⁵ is independently -CF2-. In some embodiments, each of X ³ and X ⁵ is independently -CHF-. In some embodiments, each of X ³ and X ⁵ is independently -S-. In some embodiments, each of X ³ and X ⁵ is independently -CH(R)-. In some embodiments, each of X ³ and X ⁵ is independently -SiR ₂ - In some embodiments, each of X ³ and X ⁵ is independently -O-.

[0271] In some embodiments, each of X ³ and X ⁵ is independently selected from those depicted in Table 1 below.

[0272] As defined above and described herein, X ⁴ is a trivalent moiety selected from , embodiments, X ⁴ is In some embodiments, X ⁴ is v ^Si v . In some embodiments, X ⁴ is , In some embodiments, X ⁴ is

[0274] In some embodiments, X ⁴ is selected from those depicted in Table 1 below.

[0275] As defined above and described herein, R ¹ is hydrogen, deuterium, halogen, -CN, -OR, -SR,

-S(O)R, -S(O) ₂ R, -NR ₂ , -P(O)(OR) ₂ , -P(O)(NR ₂ )OR, -P(O)(NR ₂ ) ₂ , -Si(OH) ₂ R, -Si(OH)R ₂ , -SiR ₃ , an optionally substituted C _1-4 aliphatic, or R ¹ and X ¹ or X ⁴ are taken together with their intervening atoms to form a 5-7 membered saturated, partially unsaturated, carbocyclic ring or heterocyclic ring having 1 -3 heteroatoms, independently selected from nitrogen, oxygen, or sulfur.

[0276] In some embodiments, R ¹ is hydrogen. In some embodiments, R ¹ is deuterium. In some embodiments, R ¹ is halogen. In some embodiments, R ¹ is -CN. In some embodiments, R ¹ is -OR. In some embodiments, R ¹ is -SR. In some embodiments, R ¹ is -S(O)R. In some embodiments, R ¹ is -S(O) ₂ R. In some embodiments, R ¹ is -NR ₂ . In some embodiments, R ¹ is -P(O)(OR) ₂ . In some embodiments, R ¹ is -P(O)(NR ₂ )OR. In some embodiments, R ¹ is -P(O)(NR ₂ ) ₂ . In some embodiments, R ¹ is -Si(OH) ₂ R. In some embodiments, R ¹ is -Si(OH)R ₂ . In some embodiments, R ¹ is -SIR ?. In some embodiments, R ¹ is an optionally substituted C _1-4 aliphatic. In some embodiments, R ¹ and X ¹ or X ⁴ are taken together with their intervening atoms to form a 5-7 membered saturated, partially unsaturated, carbocyclic ring or heterocyclic ring having 1-3 heteroatoms, independently selected from nitrogen, oxygen, or sulfur.

[0277] In some embodiments, R ¹ is selected from those depicted in Table 1 below.

[0278] As defined above and described herein, each R is independently hydrogen, deuterium, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, and sulfur, and a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, and sulfur, or two R groups on the same nitrogen are taken together with their intervening atoms to form a 4-7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the nitrogen, independently selected from boron, nitrogen, oxygen, silicon, and sulfur.

[0279] In some embodiments, R is hydrogen. In some embodiments, R is deuterium. In some embodiments, R is optionally substituted C 1-6 aliphatic. In some embodiments, R is optionally substituted phenyl. In some embodiments, R is optionally substituted 4-7 membered saturated or partially unsaturated heterocyclic having 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, and sulfur. In some embodiments, R is optionally substituted 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, and sulfur. In some embodiments, two R groups on the same nitrogen are taken together with their intervening atoms to form a 4-7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the nitrogen, independently selected from boron, nitrogen, oxygen, silicon, and sulfur.

[0280] In some embodiments, R is selected from those depicted in Table 1 below.

[0281] As defined above and described herein, each of R ² and R ^3a is independently hydrogen, deuterium, -R ⁶ , halogen, -CN, -NO ₂ , -OR, -Si(OH) ₂ R, -Si(OH)R ₂ , -SR, -NR ₂ , - SiR ₃ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)NR ₂ , -C(O)N(R)OR, -C(R) ₂ N(R)C(O)R, - C(R) ₂ N(R)C(O)NR ₂ , -OC(O)R, -OC(O)NR ₂ , -OP(O)R ₂ , -OP(O)(OR) ₂ , -OP(O)(OR)NR ₂ , -OP(O)(NR ₂ ) ₂ -, -N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)NR ₂ , -N(R)S(O) ₂ R, -NP(O)R ₂ , -N(R)P(O)(OR) ₂ , N(R)P(O)(OR)NR ₂ , -N(R)P(O)(NR ₂ ) ₂ , or -N(R)S(O) ₂ R.

[0282] In some embodiments, R ² and/or R ^3a is hydrogen. In some embodiments, R ² and/or R ^3a is deuterium. In some embodiments, R ² and/or R ^3a is -R ⁶ . In some embodiments, R ² and/or R ^3a is halogen. In some embodiments, R ² and/or R ^3a is -CN. In some embodiments, R ² and/or R ^3a is -NO ₂ . In some embodiments, R ² and/or R ^3a is -OR. In some embodiments, R ² and/or R ^3a is -Si(OH) ₂ R. In some embodiments, R ² and/or R ^3a is -Si(OH)R ₂ . In some embodiments, R ² and/or R ^3a is -SR. In some embodiments, R ² and/or R ^3a is -NR ₂ . In some embodiments, R ² and/or R ^3a is -SiR;. In some embodiments, R ² and/or R ^3a is -S(O) ₂ R. In some embodiments, R ² and/or R ^3a is -S(O) ₂ NR ₂ . In some embodiments, R ² aand/or R ^3a is -S(O)R. In some embodiments, R ² and/or R" ^† is -C(O)R. In some embodiments, R ² and/or R ^3a is -C(O)OR. In some embodiments, R ² and/or R ^3a is -C(O)NR ₂ . In some embodiments, R ² and/or R ^3a is -C(O)N(R)OR. In some embodiments, R ² and/or R ^3a is -C(R) ₂ N(R)C(O)R. In some embodiments, R ² and/or R ^3a is -C(R) ₂ N(R)C(O)NR ₂ . In some embodiments, R ² and/or R ^3a is - OC(O)R. In some embodiments, R ² and/or R ^3a is -OC(O)NR ₂ . In some embodiments, R ² and/or R ^3a is - OP(O)R ₂ . In some embodiments, R ² and/or R ^3a is -OP(O)(OR) ₂ . In some embodiments, R ² and/or R ^3a is - OP(O)(OR)NR ₂ . In some embodiments, R ² and/or R ^3a is -OP(O)(NR ₂ ) ₂ -. In some embodiments, R ² and/or R ^3a is -N(R)C(O)OR. In some embodiments, R ² and/or R ^3a is -N(R)C(O)R. In some embodiments, R ² and/or R ^3a is -N(R)C(O)NR ₂ . In some embodiments, R ² and/or R ^3a is -NP(O)R ₂ . In some embodiments, R ² and/or R ^3a is -N(R)P(O)(OR) ₂ . In some embodiments, R ² and/or R ^3a is -N(R)P(O)(OR)NR ₂ . In some embodiments, R ² and R ^3a is independently -N(R)P(O)(NR ₂ ) ₂ . In some embodiments, R ² and/or R ^3a is - N(R)S(O) ₂ R.

[0283] In some embodiments, R ² and R ^3a is independently -OH. In some embodiments, R ² and/or R ^3a is -NH ₂ . In some embodiments, R ² and/or R ^3a is -CH ₂ NH ₂ . In some embodiments, R ² and/or R ^3a is - CH ₂ NHCOMe. In some embodiments, R ² and/or R ^3a is -CH ₂ NHCONHMe. In some embodiments, R ² and/or R ^3a is -NHCOMe. In some embodiments, R ² and/or R ^3a is -NHCONHEt. In some embodiments, R ² and/or R ^3a is -SiMc?. In some embodiments, R ² and/or R ^3a is -SiMe2OH. In some embodiments, R ² and/or R ^3a is -SiMe(OH) ₂ . In some embodiments R ² and/or R ^3a is . In some embodiments, R ² and/or R ^3a is Br. In some embodiments, R ² and/or R ^3a is Cl. In some embodiments, R ² and/or R ^3a is F. In some embodiments, R ² and/or R ^3a is Me. In some embodiments, R ² and/or R ^3a is -NHMe. In some embodiments, R ² and/or R ^3a is -NMe?. In some embodiments, R ² and/or R ^3a is -M ICCFEt. In some embodiments, R ² and/or R ^3a is -CN. In some embodiments, R ² and/or R ^3a is -Cl FPh. In some embodiments, R ² and/or R ^3a is -NHCCE/Bu. In some embodiments, R ² and/or R ^3a is -CCWBu. In some embodiments, R ² and/or R ^3a is -OMe. In some embodiments, R ² and/or R ^3a is -CF ₃ .

[0284] In some embodiments, R ² or R ^3a is selected from those depicted in Table 1 below.

[0285] As defined above and described herein, R ³ is hydrogen, deuterium, halogen, -CN, -NO ₂ ,-OR, -NR ₂ , -SR, -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)NR ₂ , -C(O)NR(OR), -OC(O)R, - OC(O)NR ₂ , -OP(O)(OR) ₂ , -OP(O)(NR ₂ ) ₂ , -OP(O)(OR)NR ₂ , -N(R)C(O)R,

N(R)C(O)OR, -N(R)C(O)NR ₂ , -N(R)S(O) ₂ R, -N(R)S(O) ₂ NR ₂ , -N(R)P(O)(OR) ₂ , -N(R)P(O)(OR)NR ₂ , - P(O)(OR) ₂ , -P(O)(NR ₂ )OR, -P(O)(NR ₂ ) ₂ , -Si(OH) ₂ R, -Si(OH)(R) ₂ , or -Si(R) ₃ .

[0286] In some embodiments, R ³ is hydrogen. In some embodiments, R ³ is deuterium. In some embodiments, R ³ is halogen. In some embodiments, R ³ is -CN. In some embodiments, R ³ is -NO ₂ . In some embodiments, R ³ is -OR. In some embodiments, R ³ is -NR ₂ . In some embodiments, R ³ is -SR. In some embodiments, R ³ is -S(O) ₂ R. In some embodiments, R ³ is -S(O) ₂ NR ₂ . In some embodiments, R ³ is - S(O)R. In some embodiments, R ³ is -C(O)R. In some embodiments, R ³ is -C(O)OR. In some embodiments, R ³ is -C(O)NR ₂ . In some embodiments, R ³ is -C(O)NR(OR). In some embodiments, R ³ is -OC(O)R. In some embodiments, R ³ is -OC(O)NR ₂ . In some embodiments, R ³ is -OP(O)(OR) ₂ . In some embodiments, R ³ is -OP(O)(NR ₂ ) ₂ . In some embodiments, R ³ is -OP(O)(OR)NR ₂ . In some embodiments, R ³ is - N(R)C(O)R. In some embodiments, R ³ is -N(R)C(O)OR. In some embodiments, R ³ is -N(R)C(O)NR ₂ . In some embodiments, R ³ is -N(R)S(O) ₂ R. In some embodiments, R ³ is -N(R)S(O) ₂ NR ₂ . In some embodiments, R ³ is -N(R)P(O)(OR) ₂ . In some embodiments, R ³ is -N(R)P(O)(OR)NR ₂ . In some embodiments, R ³ is -P(O)(OR) ₂ . In some embodiments, R ³ is -P(O)(NR ₂ )OR. In some embodiments, R ³ is -P(O)(NR ₂ ) ₂ . In some embodiments, R ³ is -Si(OH) ₂ R. In some embodiments, R ³ is -Si(OH)(R) ₂ . In some embodiments, R ³ is -Si(R) ₃ .

[0287] In some embodiments, R ³ is methyl. In some embodiments, R ³ is -OCH ₃ . In some embodiments, R ³ is chloro.

[0288] In some embodiments, R ³ is selected from those depicted in Table 1. [0289] As defined above and described herein, each R ⁴ is independently hydrogen, deuterium, -R ⁶ , halogen, -CN, -NO ₂ , -OR, -SR, -NR ₂ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)NR ₂ , - C(O)N(R)OR, -OC(O)R, -OC(O)NR ₂ , -N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)NR ₂ , -N(R)S(O) ₂ R, - P(O)(OR) ₂ , -P(O)(NR ₂ )OR, or -P(O)(NR ₂ ) ₂ .

[0290] In some embodiments, R ⁴ is hydrogen. In some embodiments, R ⁴ is -R ⁶ . In some embodiments, R ⁴ is halogen. In some embodiments, R ⁴ is -CN. In some embodiments, R ⁴ is -NO ₂ . In some embodiments, R ⁴ is -OR. In some embodiments, R ⁴ is -SR. In some embodiments, R ⁴ is -NR ₂ . In some embodiments, R ⁴ is -S(O) ₂ R. In some embodiments, R ⁴ is -S(O) ₂ NR ₂ . In some embodiments, R ⁴ is - S(O)R. In some embodiments, R ⁴ is -C(O)R. In some embodiments, R ⁴ is -C(O)OR. In some embodiments, R ⁴ is -C(O)NR ₂ . In some embodiments, R ⁴ is -C(O)N(R)OR. In some embodiments, R ⁴ is -OC(O)R. In some embodiments, R ⁴ is -OC(O)NR ₂ . In some embodiments, R ⁴ is -N(R)C(O)OR. In some embodiments, R ⁴ is -N(R)C(O)R. In some embodiments, R ⁴ is -N(R)C(O)NR ₂ . In some embodiments, R ⁴ is -N(R)S(O) ₂ R. In some embodiments, R ⁴ is -P(O)(OR) ₂ . In some embodiments, R ⁴ is -P(O)(NR ₂ )OR. In some embodiments, R ⁴ is -P(O)(NR ₂ ) ₂ .

[0291] In some embodiments, R ⁴ is methyl. In some embodiments, R ⁴ is ethyl. In some embodiments, R ⁴ is cyclopropyl.

[0292] In some embodiments, R ⁴ is selected from those depicted in Table 1.

[0293] As defined above and described herein, R ⁵ is hydrogen, deuterium, an optionally substitute C _1-

4 aliphatic, or -CN.

[0294] In some embodiments, R ⁵ is hydrogen. In some embodiments, R ⁵ is deuterium. In some embodiments, R ⁵ is an optionally substituted C _1-4 aliphatic. In some embodiments, R ⁵ is -CN.

[0295] In some embodiments, R ⁵ is selected from those depicted in Table 1.

[0296] As defined above and described herein, each R ⁶ is independently an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic ring having 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, and sulfur, and a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, and sulfur.

[0297] In some embodiments, R ⁶ is an optionally substituted C 1-6 aliphatic. In some embodiments, R ⁶ is an optionally substituted phenyl. In some embodiments, R ⁶ is an optionally substituted 4-7 membered saturated or partially unsaturated heterocyclic ring having 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, and sulfur. In some embodiments, R ⁶ is an optionally substituted 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, and sulfur. [0298] In some embodiments, R ⁶ is selected from those depicted in Table 1.

[0299] As defined generally above, each R ⁷ is independently hydrogen, deuterium, halogen, -CN, - OR, -SR, -S(O)R, -S(O) ₂ R, -N(R) ₂ , -P(O)(R) ₂ , -P(O)(OR) ₂ , -P(O)(NR ₂ )OR, -P(O)(NR ₂ ) ₂ , -Si(OH)R ₂ , - Si(OH) ₂ R, -Si R3, or an optionally substituted C _1-4 aliphatic, or R ¹ and X ¹ or X ³ are taken together with their intervening atoms to form a 5-7 membered saturated, partially unsaturated, carbocyclic ring or heterocyclic ring having 1 -3 heteroatoms, independently selected from boron, nitrogen, oxygen, silicon, or sulfur, or two R ⁷ groups on the same carbon are optionally taken together with their intervening atoms to form a 3 -6 membered spiro fused ring or a 4-7 membered heterocyclic ring having 1-2 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur, or two R ⁷ groups on adjacent carbon atoms are optionally taken together with their intervening atoms to form a 3-7 membered saturated, partially unsaturated, carbocyclic ring or heterocyclic ring having 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur, or a 7-13 membered saturated, partially unsaturated, bridged heterocyclic ring, or a spiro heterocyclic ring having 1-3 heteroatoms, independently selected from boron, nitrogen, oxygen, silicon, or sulfur.

[0300] In some embodiments, R ⁷ is hydrogen. In some embodiments, R ⁷ is deuterium. In some embodiments, R ⁷ is halogen. In some embodiments, R ⁷ is -CN. In some embodiments, R ⁷ is -OR. In some embodiments, R ⁷ is -SR. In some embodiments, R ⁷ is -S(O)R. In some embodiments, R ⁷ is -S(O) ₂ R. In some embodiments, R ⁷ is -NR ₂ . In some embodiments, R ⁷ is Si(R)?. In some embodiments, R ⁷ is - P(O)(R) ₂ . In some embodiments, R ⁷ is -P(O)(OR) ₂ . In some embodiments, R ⁷ is -P(O)(NR ₂ )OR. In some embodiments, R ⁷ is -P(O)(NR ₂ ) ₂ . In some embodiments, R ⁷ is -Si(OH)R ₂ . In some embodiments, R ⁷ is - Si(OH) ₂ R. In some embodiments, R ⁷ is an optionally substituted C _1-4 aliphatic. In some embodiments, R ⁷ and X ¹ or X ³ are taken together with their intervening atoms to form a 5 -7 membered saturated, partially unsaturated, carbocyclic ring or heterocyclic ring having 1 -3 heteroatoms, independently selected from boron, nitrogen, oxygen, silicon, or sulfur. In some embodiments, two R ⁷ groups on the same carbon are optionally taken together with their intervening atoms to form a 3-6 membered spiro fused ring or a 4-7 membered heterocyclic ring having 1-2 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur. In some embodiments, two R ⁷ groups on adjacent carbon atoms are optionally taken together with their intervening atoms to form a 3-7 membered saturated, partially unsaturated, carbocyclic ring or heterocyclic ring having 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur. In some embodiments, two R ⁷ groups on adjacent carbon atoms are optionally taken together with their intervening atoms to form a 7-13 membered saturated, partially unsaturated, bridged heterocyclic ring, or a spiro heterocyclic ring having 1-3 heteroatoms, independently selected from boron, nitrogen, oxygen, silicon, or sulfur. [0301] In some embodiments, R ⁷ is selected from hydrogen, halogen, -CN, -OR, -NR ₂ , or C _1-4 alkyl. In some embodiments, R ⁷ is selected from hydrogen, halogen, -CN, or C _1-4 alkyl. In some embodiments, R ⁷ is fluoro. In some embodiments, two R ⁷ groups on the same carbon are optionally taken together with their intervening atoms to form a 3- or 4- membered spiro fused ring.

[0302] In some embodiments, R ⁷ is selected from those depicted in Table 1 below.

[0303] As defined above and described herein, Ring A is a bi- or tricyclic ring selected from [0304] In some embodiments, Ring A is In some embodiments, Ring A is

In some embodiments, Ring A is In some embodiments, Ring A is

In some embodiments, Ring A is In some embodiments, Ring A is

In some embodiments, Ring A is In some embodiments, Ring A

In some embodiments, Ring

In some embodiments,

In some embodiments, Ring A is . In some embodiments, Ring A is . In some embodiments,

In some embodiments, Ring A is In some embodiments,

. . embodiments, Ring some embodiments, Ring

[0305] In some embodiments, Ring A is selected from those depicted in Table 1 below.

[0306] As defined above and described herein, Ring B is a fused ring selected from 6-membered aryl, 6-membered heteroaryl containing 1-4 heteroatoms independently selected from nitrogen, oxygen, or sulfur, 5 to 7-membered saturated or partially unsaturated carbocyclyl, 5 to 7-membered saturated or partially unsaturated heterocyclyl with 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur, or 5-membered heteroaryl with 1-4 heteroatoms independently selected from nitrogen, oxygen or sulfur;

[0307] In some embodiments, Ring B is a fused 6-membered aryl. In some embodiments, Ring B is a fused 6-membered heteroaryl containing 1 -4 heteroatoms independently selected from nitrogen, oxygen, or sulfur. In some embodiments, Ring B is a fused 5 to 7-membered saturated or partially unsaturated carbocyclyl. In some embodiments, Ring B is fused 5 to 7-membered saturated or partially saturated heterocyclyl with 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur. In some embodiments, Ring B is fused 5-membered heteroaryl with 1 -4 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur.

[0308] In some embodiments, Ring In some embodiments, Ring B is

^N V In some embodiments, Ring B is V

[0309] In some embodiments, Ring B is selected from those depicted in Table 1 below.

[0310] As defined above and described herein, Ring C is a mono- or bicyclic ring selected from

In some embodiments. Ring some embodiments, Ring C is In some embodiments, Ring some embodiments, Ring C is In some embodiments. Ring some embodiments, Ring C is

In some embodiments, Ring In some embodiments, Ring C is . In some embodiments, Ring some embodiments, Ring C is

In some embodiments, Ring some embodiments, Ring C is In some embodiments, Ring some embodiments, Ring C is

[ , In some embodiments, Ring C is some embodiments, Ring some embodiments, Ring C is some embodiments, Ring some embodiments, Ring C is n some embodiments, Ring some embodiments, Ring C is n some embodiments, Ring some embodiments, Ring C

In some embodiments, Ring some embodiments, Ring C is n some embodiments, Ring some embodiments, Ring C In some embodiments, Ring some embodiments, Ring C . , g [0313] In some embodiments, Ring C is a mono- or bicyclic ring selected from

[0314] In some embodiments, Ring C is selected from those depicted in Table 1 below.

[0315] As defined above and described herein, Ring D is a ring selected from 6 to 10-membered aryl or heteroaryl containing 1 -4 heteroatoms independently selected from nitrogen, oxygen, or sulfur, 5 to 7- membered saturated or partially unsaturated carbocyclyl, 5 to 7-membered saturated or partially unsaturated heterocyclyl with 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur, or 5-membered heteroaryl with 1-4 heteroatoms independently selected from nitrogen, oxygen or sulfur;

[0316] In some embodiments, Ring D is a 6 to 10-membered aryl. In some embodiments, Ring D is a 6 to 10-membered heteroaryl containing 1-4 heteroatoms independently selected from nitrogen, oxygen, or sulfur. In some embodiments, Ring D is a 5 to 7-membered saturated or partially unsaturated carbocyclyl. In some embodiments, Ring D is 5 to 7-membered saturated or partially saturated heterocyclyl with 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur. In some embodiments, Ring D is 5-membered heteroaryl with 1-4 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur.

[0317] In some embodiments, Ring D phenyl. In some embodiments, Ring D is pyridyl. In some embodiments, Ring D naphthyl. In some embodiments, Ring D is isoquinolinyl. In some embodiments, Ring D is imidazopyridyl (e.g., imidazo[l,2-a]pyridyl). In some embodiments, Ring D is indazolyl. In some embodiments, Ring D is benzoisoxazolyl (e.g., benzo[d]isoxazolyl).

[0318] In some embodiments, Ring D is Ring A.

[0319] In some embodiments, Ring D is selected from those depicted in Table 1 below.

[0320] As defined above and described herein, each of Ring E, Ring F, and Ring G is independently a fused ring selected from 6-membered aryl, 6-membered heteroaryl containing 1-4 heteroatoms independently selected from nitrogen, oxygen, or sulfur, 5 to 7-membered saturated or partially unsaturated carbocyclyl, 5 to 7-membered saturated or partially unsaturated heterocyclyl with 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur, or 5 -membered heteroaryl with 1- 4 heteroatoms independently selected from nitrogen, oxygen or sulfur, wherein Ring E, Ring F, and Ring G is independently and optionally substituted with 1-2 oxo groups.

[0321] In some embodiments, each of Ring E, Ring F, and Ring G is independently a fused ring selected from 6-membered aryl. In some embodiments, each of Ring E, Ring F, and Ring G is independently a fused ring selected from 6-membered heteroaryl containing 1-4 heteroatoms independently selected from nitrogen, oxygen, or sulfur. In some embodiments, each of Ring E, Ring F, and Ring G is independently a fused ring selected from a 5 to 7-membered saturated or partially unsaturated carbocyclyl. In some embodiments, each of Ring E, Ring F, and Ring G is independently a fused ring selected from a 5 to 7-membered saturated or partially unsaturated heterocyclyl with 1 -3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur. In some embodiments, each of Ring E, Ring F, and Ring G is independently a fused ring selected from a 5-membered heteroaryl with 1-4 heteroatoms independently selected from nitrogen, oxygen or sulfur. In some embodiments, Ring E, Ring F, and Ring G is independently and optionally substituted with 1-2 oxo groups.

[0322] In some embodiments, Ring

[0323] In some embodiments, each o f Ring E and Ring G is independently . In some embodiments, each of Ring E and Ring G is independently . In some embodiments, each of Ring E and Ring G is independently . in some embodiments, each of Ring E and Ring G is

[0324] In some embodiments, Ring E, Ring F, and Ring In some embodiments, Ring E, Ring F, and Ring some embodiments, Ring E, Ring

[0325] In some embodiments, Ring E, Ring F, and Ring G is selected from those depicted in Table 1, below.

[0326] As defined above and described herein, Ring H is a ring selected from a 7-9 membered saturated or partially unsaturated carbocyclyl or heterocyclyl ring with 1 -3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur, wherein Ring E is optionally further substituted with 1-2 oxo groups.

[0327] In some embodiments, Ring H is a ring selected from a 7-9 membered saturated or partially unsaturated carbocyclyl or heterocyclyl ring with 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur, wherein Ring H is optionally further substituted with 1-2 oxo groups.

[0328] As defined above and described herein, each of Ring I and Ring J is independently a fused ring selected from 6-membered aryl, 6-membered heteroaryl containing 1-4 heteroatoms independently selected from nitrogen, oxygen, or sulfur, 5 to 7-membered saturated or partially unsaturated carbocyclyl, 5 to 7- membered saturated or partially unsaturated heterocyclyl with 1 -3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur, or 5-membered heteroaryl with 1-4 heteroatoms independently selected from nitrogen, oxygen or sulfur

[0329] In some embodiments, each of Ring 1 and Ring J is independently a 6-membered aryl. In some embodiments, each of Ring I and Ring J is independently a 6-membered heteroaryl containing 1-4 heteroatoms independently selected from nitrogen, oxygen, or sulfur. In some embodiments, each of Ring I and Ring J is independently a 5 to 7-membered saturated or partially unsaturated carbocyclyl. In some embodiments, each of Ring I and Ring J is independently a 5 to 7-membered saturated or partially unsaturated heterocyclyl with 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur. In some embodiments, each of Ring I and Ring J is independently a 5-membered heteroaryl with 1-3 heteroatoms independently selected from nitrogen, oxygen or sulfur.

[0330] In some embodiments, Ring I and Ring J is selected from those depicted in Table 1, below.

[0331] As defined above and described herein, Ring K is a fused ring selected from a 5-12 membered saturated or partially unsaturated carbocyclyl or heterocyclyl with 1 -3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur, wherein Ring H is optionally further substituted with 1 -2 oxo groups.

[0332] In some embodiments, Ring K is a fused ring selected from a 5-12 membered saturated or partially unsaturated carbocyclyl. In some embodiments, Ring K is a 5- 12 membered saturated or partially unsaturated heterocyclyl ring with 1 -3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur. In some embodiments, Ring K is a fused 5-6 membered saturated or partially unsaturated heterocyclyl ring with 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur. In some embodiments, Ring K is optionally further substituted with 1-2 oxo groups.

[0333] In some embodiments, Ring I, Ring J, and Ring

[0334] In some embodiments, Ring l< is selected from those depicted in Table 1 below.

[0335] As defined above and described herein, Ring M is selected from

[0336] In some embodiments, Ring M is

In some embodiments, Ring In some embodiments, Ring M is In some embodiments, Ring In some embodiments, Ring M is

0 . In some embodiments, Ring M is 0 . In some embodiments, Ring M is n some embodiments, Ring In some embodiments, Ring M is In some embodiments, Ring [0337] In some embodiments, Ring M is selected from those depicted in Table 1 below.

[0338] As defined above and described here, L ¹ is a covalent bond or a C1-3 bivalent straight or branched saturated or unsaturated hydrocarbon chain wherein 1-2 methylene units of the chain are independently and optionally replaced with -O-, -C(O)-, -C(S)-, -C(R) ₂ -, -CH(R)-, -C(F) ₂ -, -N(R)-, -S-, - S(O) ₂ - or -(C)=CH-;

[0339] In some embodiments, L ¹ is a covalent bond. In some embodiments, L ¹ is a C1-3 aliphatic. In some embodiments, L ¹ is -CH ₂ -. In some embodiments, L ¹ is -C(D)(H)-. In some embodiments, L ¹ is - C(D) ₂ -. In some embodiments, L ¹ is -CH ₂ CH ₂ -. In some embodiments, L ¹ is -NR-. In some embodiments, L ¹ is -NH-. In some embodiments, L ¹ is -NMe- In some embodiments, L ¹ is -NEt- In some embodiments, L ¹ is -CH ₂ NR-. In some embodiments, L ¹ is or -O-. In some embodiments, L ¹ is - CH ₂ O-. In some embodiments, L ¹ is -S-. In some embodiments, L ¹ is -OC(O)-. In some embodiments, L ¹ is -C(O)O-. In some embodiments, L ¹ is -C(O)-. In some embodiments, L ¹ is -S(O)-. In some embodiments, L ¹ is -S(O) ₂ -,. In some embodiments, L ¹ is -NRS(O) ₂ -. In some embodiments, L ¹ is - S(O) ₂ NR-. In some embodiments, L ¹ is -NRC(O)-. In some embodiments, L ¹ is -C(O)NR-.

[0340] In some embodiments, Ring L ¹ is selected from those depicted in Table 1 below.

[0341] As defined above and described herein, — is a single or double bond.

[0342] In some embodiments, — is a single bond. In some embodiments, — is a double bond.

[0343] In some embodiments, — is selected from those depicted in Table 1 below.

[0344] As defined above and described herein, m is 0, 1, 2, 3, 4, 5, 6, 7, 8, 9, 10, 11, 12, 13, 14, 15, or 16.

[0345] In some embodiments, m is 0. In some embodiments, m is 1. In some embodiments, m is 2. In some embodiments, m is 3. In some embodiments, m is 4. In some embodiments, m is 5. In some embodiments, m is 6. In some embodiments, m is 7. In some embodiments, m is 8. In some embodiments, m is 9. In some embodiments, m is 10. In some embodiments, m is 11. In some embodiments, m is 12. In some embodiments, m is 13. In some embodiments, m is 14. In some embodiments, m is 15. In some embodiments, m is 16.

[0346] In some embodiments, m is selected from those depicted in Table 1 below.

[0347] As defined above and described herein, n is 0, 1, 2, 3 or 4.

[0348] In some embodiments, n is 0. In some embodiments, n is 1. In some embodiments, n is 2. In some embodiments, n is 3. In some embodiments, n is 4.

[0349] In some embodiments, n is selected from those depicted in Table 1 below.

[0350] As defined above and described herein, p is 0 or 1.

[0351] In some embodiments, p is 0. In some embodiments, p is 1. [0352] In some embodiments, p is selected from those depicted in Table 1 below.

[0353] As defined above and described herein, q is 0, 1, 2, 3 or 4.

[0354] In some embodiments, q is 0. In some embodiments, q is 1. In some embodiments, q is 2. In some embodiments, q is 3. In some embodiments, q is 4.

[0355] In some embodiments, q is selected from those depicted in Table 1 below.

[0356] In some embodiments, In some embodiments, LBM is embodiments, LBM is In some embodiments, LBM is

In some embodiments, In some is In some embodiments, LBM is . In some embodiments, LBM is . In some embodiments, LBM is . In some embodiments,

In some embodiments, LBM is . In some embodiments, LBM is

embodiments, some embodiments,

In some embodiments, LBM is In some embodiments, LBM is 0 . In some embodiments, LBM is 0 . In some embodiments, embodiments, LBM is 0 . In some embodiments, LBM is 0 In some embodiments, LBM is In some embodiments, LBM is embodiments, ,

In some embodiments, In some embodiments, LBM is embodiments, LBM is In some embodiments, LBM is

, In some embodiments, LBM is In some embodiments, LBM is In some embodiments, LBM is In some embodiments, LBM is

In some embodiments, LBM is In some embodiments, LBM is , In some

In some embodiments, LBM is In some embodiments, LBM is embodiments, some embodiments, In some

, In some embodiments, LBM is In some embodiments, LBM is

some embodiments, In some embodiments, LBM is embodiments, In some embodiments, LBM is , some embodiments, some embodiments, , some embodiments,

[0359] In some embodiments, LBM is selected from those in Table 1 below.

[0360] In some embodiments, the present invention provides the compound of formula I-a or I-a ^† , wherein from formula I-aa, to provide a compound of formula I-a or I-a’-l: or a pharmaceutically acceptable salt thereof, wherein each of Y, X, X ¹ , X ² , X ³ , R ¹ , R ² , R ^w , R ^x , R ^y , L, L ¹ , Ring A, Ring W, Ring X, Ring Y, m, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0361] In some embodiments, the present invention provides the compound of formula I-a-1, wherein Y is -S(O) _1- 2-, X ² is a carbon atom, X ³ is -CH ₂ -, L ¹ is a covalent bond, and Ring Y is phenylenyl as shown, to provide a compound of formula I-a-2: or a pharmaceutically acceptable salt thereof, wherein each of X ¹ , R ¹ , R ² , R ^w , R ^x , R ^y , L, Ring A, Ring W, Ring X, m, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0362] In some embodiments, the present invention provides the compound of formula I-a-1, wherein

Y is -S(O) _1- 2-, X is , X ² is a carbon atom, X ³ are -CH ₂ -, L ¹ is a covalent bond, and Ring Y is phenylenyl as shown, to provide a compound of formula I-a-3:

I-a-3 or a pharmaceutically acceptable salt thereof, wherein each of X ¹ , R ¹ , R ² , R ^w , R ^x , R ^y , L, Ring A, Ring W, Ring X, m, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0363] In some embodiments, the present invention provides the compound of formula I-a-1, wherein X ² is a carbon atom, X ³ are -CH ₂ -, L ¹ is a covalent bond, and Ring Y is phenylenyl as shown, to provide a compound of formula I-a-4:

I-a-4 or a pharmaceutically acceptable salt thereof, wherein each of X ¹ , R ¹ , R ² , R ^w , R ^x , R ^y , L, Ring A, Ring W, Ring X, m, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0364] In some embodiments, the present invention provides the compound of formula I-a-1, wherein

Y is -S(O) _1- 2-, X is , X ² is a carbon atom, X ³ are -CH ₂ -, L ¹ is a covalent bond, and Ring

Y is phenylenyl as shown, to provide a compound of formula I-a-5:

I-a-5 or a pharmaceutically acceptable salt thereof, wherein each of X ¹ , R ¹ , R ² , R ^w , R ^x , R ^y , L, Ring A, Ring W, Ring X, m, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0365] In some embodiments, the present invention provides the compound of formula I-a-1, wherein

Y is -S(O) _1- 2-, X is , X ² is a carbon atom, X ³ are -CH ₂ -, L ¹ is a covalent bond, and Ring

Y is phenylenyl as shown, to provide a compound of formula I-a-6:

I-a-6 or a pharmaceutically acceptable salt thereof, wherein each of X ¹ , R ¹ , R ² , R ^w , R ^x , R ^y , L, Ring A, Ring W, Ring X, m, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0366] In some embodiments, the present invention provides the compound of formula I-a-1, wherein Y is -S(O)(NH)-, X ² is a carbon atom, X ³ is -CH ₂ -, L ¹ is a covalent bond, and Ring Y is phenylenyl as shown, to provide a compound of formula I-a-7:

I-a-7 or a pharmaceutically acceptable salt thereof, wherein each of X ¹ , R ¹ , R ² , R ^w , R ^x , R ^y , L, Ring A, Ring W, Ring X, m, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0367] In some embodiments, the present invention provides the compound of formula I-a-1, wherein

Y is -S(O) _1- 2-, X ² is a carbon atom, X ³ is -CH ₂ -, L ¹ is a covalent bond, and Ring shown, to provide a compound of formula I-a-8: or a pharmaceutically acceptable salt thereof, wherein each of X ¹ , R ¹ , R ² , R ^w , R ^x , R ^y , L, Ring W, Ring X, Ring Y, m, w, x, and y is as defined above and described in embodiments herein, both singly and in combination. [0368] In some embodiments, the present invention provides the compound of formula I-a-1, wherein

Y is -S(O) _1- 2-, X ² is a carbon atom, X ³ is -CH ₂ -, L ¹ is a covalent bond, Ring shown, to provide a compound of formula I-a-9:

I-a-9 or a pharmaceutically acceptable salt thereof, wherein each of X ¹ , R ¹ , R ² , R ^w , R ^x , R ^y , L, Ring A, Ring X, Ring Y, m, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0369] In some embodiments, the present invention provides the compound of formula I-a-1, wherein

Y is -S(O) _1- 2-, X ² is a carbon atom, X ³ is -CH ₂ -, L ¹ is a covalent bond, and Ring shown, to provide a compound of formula I-a-10:

I-a-10 or a pharmaceutically acceptable salt thereof, wherein each of X ¹ , R ¹ , R ² , R ^w , R ^x , R ^y , L, Ring A, Ring X, Ring Y, m, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0370] In some embodiments, the present invention provides the compound of formula I-a-1, wherein Y is -S(O) _1- 2-, X ² is a carbon atom, X ³ is -CH ₂ -, L ¹ is a covalent bond, and Ring X is pyridylenyl as shown, to provide a compound of formula I-a-11: I-a-11 or a pharmaceutically acceptable salt thereof, wherein each of X ¹ , R ¹ , R ² , R ^w , R ^x , R ^y , L, Ring A, Ring W, Ring Y, m, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0371] In some embodiments, the present invention provides the compound of formula I-a-1, wherein Y is -S(O) _1- 2-, X ² is a carbon atom, X ³ is -CH ₂ -, L ¹ is a covalent bond, and Ring X is pyridylenyl as shown, to provide a compound of formula I-a-12:

I-a-12 or a pharmaceutically acceptable salt thereof, wherein each of X ¹ , R ¹ , R ² , R ^w , R ^x , R ^y , L, Ring A, Ring W, Ring Y, m, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0372] In some embodiments, the present invention provides the compound of formula I-a, wherein

I-a-20 or a pharmaceutically acceptable salt thereof, wherein each of Y, X, R ^w , R ^x , R ^y , R ^3a , R ⁷ , L, L ¹ , Ring D, Ring M, Ring W, Ring X, Ring Y, n, q, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0373] In some embodiments, the present invention provides the compound of formula I-a-20, wherein

Ring covalent bond, Y is -S(O) _1- 2-, and Ring Y is phenylenyl as shown, to provide a compound of formula I-a-21:

I-a-21 or a pharmaceutically acceptable salt thereof, wherein each of X, X ⁴ , R ^w , R ^x , R ^y , R ^3a , R ⁷ , L, Ring D, Ring W, Ring X, n, q, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0374] In some embodiments, the present invention provides the compound of formula I-a-20, wherein

Ring covalent bond, Y is -S(O) _1- 2-, X is , and Ring Y is phenylenyl as shown, to provide a compound of formula I-a-22: or a pharmaceutically acceptable salt thereof, wherein each of R ^w , R ^x , R ^y , R ^3a , R ⁷ , L, Ring D, Ring W, Ring X ⁴ , n, q, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0375] In some embodiments, the present invention provides the compound of formula I-a-20, wherein FA /H

Ring covalent bond, Y is -S(O) _1- 2-, X is ' — ' , and Ring Y is phenylenyl as shown, to provide a compound of formula I-a-23:

I-a-23 or a pharmaceutically acceptable salt thereof, wherein each of R ^w , R ^x , R ^y , R ^3a , R ⁷ , L, Ring D, Ring W, Ring

X ⁴ , n, q, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0376] In some embodiments, the present invention provides the compound of formula I-a-20, wherein

Ring covalent bond, Y is -S(O) _1- 2-, X is , and Ring Y is phenylenyl as shown, to provide a compound of formula I-a-24:

I-a-24 or a pharmaceutically acceptable salt thereof, wherein each of R ^w , R ^x , R ^y , R ^3a , R ⁷ , L, Ring D, Ring W, Ring X ⁴ , n, q, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0377] In some embodiments, the present invention provides the compound of formula I-a-20, wherein

Ring covalent bond, Y is -S(O) _1- 2-, X is HC ^v X ' ^N H , and Ring Y is phenylenyl as shown, to provide a compound of formula I-a-25:

I-a-25 or a pharmaceutically acceptable salt thereof, wherein each of R ^w , R ^x , R ^y , R ^3a , R ⁷ , L, Ring D, Ring W, Ring X ⁴ , n, q, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0378] In some embodiments, the present invention provides the compound of formula I-a-20, wherein

Ring Ring Y is phenylenyl as shown, to provide a compound of formula I-a-26:

I-a-26 or a pharmaceutically acceptable salt thereof, wherein each of X, X ⁴ , R ^w , R ^x , R ^y , R ^3a , R ⁷ , L, Ring D, Ring W, Ring X, n, q, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0379] In some embodiments, the present invention provides the compound of formula I-a-20, wherein

Ring covalent bond, Y is -S(O)(NH)-, and Ring Y is phenylenyl as shown, to provide a compound of formula I-a-27:

I-a-27 or a pharmaceutically acceptable salt thereof, wherein each of X, X ⁴ , R ^w , R ^x , R ^y , R ^3a , R ⁷ , L, Ring D, Ring W, Ring X, n, q, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0380] In some embodiments, the present invention provides the compound of formula I-a-20, wherein

Ring Ring Y is phenylenyl as shown, to provide a compound of formula I-a-28:

I-a-28 or a pharmaceutically acceptable salt thereof, wherein each of X, R ^w , R ^x , R ^y , R ^3a , R ⁷ , L, Ring D, Ring W, Ring X, n, q, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0381] In some embodiments, the present invention provides the compound of formula I-a-20, wherein

Y is -S(O) _1- 2-, Ring provide a compound of formula I-a-29:

I-a-29 or a pharmaceutically acceptable salt thereof, wherein each of X, X ⁴ , R ^w , R ^x , R ^y , R ^3a , R ⁷ , L, Ring D, Ring X, Ring Y, n, q, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0382] In some embodiments, the present invention provides the compound of formula I-a-20, wherein

Y is -S(O) _1- 2-, Ring covalent bond, and Ring shown, to provide a compound of formula I-a-30:

I-a-30 or a pharmaceutically acceptable salt thereof, wherein each of X, X ⁴ , R ^w , R ^x , R ^y , R ^3a , R ⁷ , L, Ring D, Ring X, Ring Y, n, q, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0383] In some embodiments, the present invention provides the compound of formula I-a-20, wherein

Y is -S(O) _1- 2-, Ring covalent bond, and Ring X is pyridylenyl as shown, to provide a compound of formula I-a-31:

I-a-31 or a pharmaceutically acceptable salt thereof, wherein each of X, X ⁴ , R ^w , R ^x , R ^y , R ^3a , R ⁷ , L, Ring D, Ring W, Ring Y, n, q, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0384] In some embodiments, the present invention provides the compound of formula I-a-20, wherein

Y is -S(O) _1- 2-, Ring covalent bond, and Ring X is pyridylenyl as shown, to provide a compound of formula I-a-32:

I-a-32 or a pharmaceutically acceptable salt thereof, wherein each of X, X ⁴ , R ^w , R ^x , R ^y , R ^3a , R ⁷ , L, Ring D, Ring W, Ring Y, n, q, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0385] In some embodiments, the present invention provides the compound of formula I-a-20, as a compound of formula I-a-33:

I-a-33 or a pharmaceutically acceptable salt thereof, wherein each of the variables is as defined above and described in embodiments herein, both singly and in combination.

[0386] In some embodiments, the present invention provides the compound of formula I-b or I-b ^† , wherein from formula I-aa, to provide a compound of formula I-b-1 :

I-b-1 or a pharmaceutically acceptable salt thereof, wherein each of Y, X, X ¹ , X ² , X ³ , R ¹ , R ² , R ^w , R ^x , R ^y , L, L ¹ , L ^y , Ring A, Ring W, Ring X, Ring Y, m, v, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0387] In some embodiments, the present invention provides the compound of formula I-b-1, wherein Y is -S(O) _1- 2-, X ² is a carbon atom, X ³ is -CH ₂ -, L ¹ is a covalent bond, and Ring Y is phenylenyl as shown, to provide a compound of formula I-b-2:

I-b-2 or a pharmaceutically acceptable salt thereof, wherein each of X, X ¹ , R ¹ , R ² , R ^w , R ^x , R ^y , L, L ^y , Ring A, Ring X, Ring Y, m, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0388] In some embodiments, the present invention provides the compound of formula I-b-1, wherein

Y is -S(O) _1- 2-, X is HT ' — ' ^N H , X ² i .s a carbon atom, X ³ is -CH ₂ -, L ¹ is a covalent bond, and Ring Y is phenylenyl as shown, to provide a compound of formula I-b-3:

I-b-3 or a pharmaceutically acceptable salt thereof, wherein each of X ¹ , R ¹ , R ² , R ^w , R ^x , R ^y , L, L ^y , Ring A, Ring X, Ring Y, m, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0389] In some embodiments, the present invention provides the compound of formula I-b-1, wherein

Y is -S(O) _1- 2-, X is X ² is a carbon atom, X ³ is -CH ₂ -, L ¹ is a covalent bond, and Ring Y is phenylenyl as shown, to provide a compound of formula I-b-4:

I-b-4 or a pharmaceutically acceptable salt thereof, wherein each of X ¹ , R ¹ , R ² , R ^w , R ^x , R ^y , L, L ^y , Ring A, Ring X, Ring Y, m, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0390] In some embodiments, the present invention provides the compound of formula I-b-1, wherein

Y is -S(O) _1- 2-, X is , X ² is a carbon atom, X ³ is -CH ₂ -, L ¹ is a covalent bond, and Ring

Y is phenylenyl as shown, to provide a compound of formula I-b-5:

I-b-5 or a pharmaceutically acceptable salt thereof, wherein each of X ¹ , R ¹ , R ² , R ^w , R ^x , R ^y , L, L ^y , Ring A, Ring X, Ring Y, m, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0391] In some embodiments, the present invention provides the compound of formula I-b-1, wherein

Y is -S(O) _1- 2-, X is , X ² is a carbon atom, X ³ is -CH ₂ -, L ¹ is a covalent bond, and Ring

Y is phenylenyl as shown, to provide a compound of formula I-b-6: or a pharmaceutically acceptable salt thereof, wherein each of X ¹ , R ¹ , R ² , R ^w , R ^x , R ^y , L, L ^y , Ring A, Ring X, Ring Y, m, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0392] In some embodiments, the present invention provides the compound of formula I-b-1, wherein Y is -S(O)(NH)-, X ² is a carbon atom, X ³ is -CH ₂ -, L ¹ is a covalent bond, and Ring Y is phenylenyl as shown, to provide a compound of formula I-b-7:

I-b-7 or a pharmaceutically acceptable salt thereof, wherein each of X, X ¹ , R ¹ , R ² , R ^w , R ^x , R ^y , L, L ^y , Ring A, Ring X, Ring Y, m, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0393] In some embodiments, the present invention provides the compound of formula I-b-1, wherein

Y is -S(O) _1- 2-, X ² is a carbon atom, X ³ is -CH ₂ -, L ¹ is a covalent bond, and Ring A is XPy ' as shown, to provide a compound of formula I-b-8:

I-b-8 or a pharmaceutically acceptable salt thereof, wherein each of X, X ¹ , R ¹ , R ² , R ^w , R ^x , R ^y , L, L ^y , Ring W, Ring X, Ring Y, m, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0394] In some embodiments, the present invention provides the compound of formula I-b or I-b ^† , wherein from formula I-aa, to provide a compound of formula I-b-9:

I-b-9 or a pharmaceutically acceptable salt thereof, wherein each of X ¹ , X ² , X ³ , R ¹ , R ² , R ^w , R ^x , R ^y , L, L ¹ , L ^y , Ring A, Ring W, Ring X, Ring Y, m, v, w, x, and y is as defined above and described in embodiments herein, both singly and in combination, and wherein X is an optionally substituted ring selected from phenylenyl, a 3 to 12-membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic or spirocyclic carbocyclylenyl or heterocyclylenyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5 to 6-membered heteroarylenyl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur.

[0395] In some embodiments, the present invention provides the compound of formula I-b or I-b ^† , wherein from formula I-nn, to provide a compound of formula I-b-10:

I-b-10 or a pharmaceutically acceptable salt thereof, wherein each of Y, X, R ^w , R ^x , R ^y , R ^3a , R ⁷ , L, L ¹ , L ^y , Ring D, Ring M, Ring W, Ring X, Ring Y, n, q, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0396] In some embodiments, the present invention provides the compound of formula I-b-10, wherein Ring covalent bond, Y is -S(O) _1- 2-, and Ring Y is phenylenyl as shown, to provide a compound of formula I-b-11:

I-b-11 or a pharmaceutically acceptable salt thereof, wherein each of X, X ⁴ , R ^w , R ^x , R ^y , R ^3a , R ⁷ , L, L ^y , Ring D, Ring W, Ring X, n, q, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0397] In some embodiments, the present invention provides the compound of formula I-b-10,

|-X^ O

^ ^NH |— ( N-| wherein Ring M is 0 , L ¹ is a covalent bond, Y is -S(O) _1- 2-, X is ' — ' , and Ring Y is phenylenyl as shown, to provide a compound of formula I-b-12:

I-b-12 or a pharmaceutically acceptable salt thereof, wherein each of X, R ^w , R ^x , R ^y , R ^3a , R ⁷ , L, L ^y , Ring D, Ring W, Ring X, n, q, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0398] In some embodiments, the present invention provides the compound of formula I-b-10, wherein Ring covalent bond, Y is -S(O) _1- 2-, X is H ^† — ' / H , and Ring Y is phenylenyl as shown, to provide a compound of formula I-b-13:

I-b-13 or a pharmaceutically acceptable salt thereof, wherein each of R ^w , R ^x , R ^y , R ^3a , R ⁷ , L, L ^y , Ring D, Ring W, Ring X, n, q, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0399] In some embodiments, the present invention provides the compound of formula I-b-10, wherein Ring covalent bond, Y is -S(O) _1- 2-, X is , and Ring

Y is phenylenyl as shown, to provide a compound of formula I-b-14:

I-b-14 or a pharmaceutically acceptable salt thereof, wherein each of R ^w , R ^x , R ^y , R ^3a , R ⁷ , L, L ^y , Ring D, Ring W, Ring X, n, q, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0400] In some embodiments, the present invention provides the compound of formula I-b-10, _ wherein Ring covalent bond, Y is -S(O) _1- 2-, X is HCX ' — / ^N H , and Ring

Y is phenylenyl as shown, to provide a compound of formula I-b-15:

I-b-15 or a pharmaceutically acceptable salt thereof, wherein each of R ^w , R ^x , R ^y , R ^3a , R ⁷ , L, L ^y , Ring D, Ring W, Ring X, n, q, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0401] In some embodiments, the present invention provides the compound of formula I-b-10, wherein Ring , Yis -S(O) _1- 2-, and Ring Y is phenylenyl as shown, to provide a compound of formula I-b-16:

I-b-16 or a pharmaceutically acceptable salt thereof, wherein each of R ^w , R ^x , R ^y , R ^3a , R ⁷ , L, L ^y , Ring D, Ring W, Ring X, n, q, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0402] In some embodiments, the present invention provides the compound of formula I-b-10, wherein Ring covalent bond, Y is -S(O)(NH)-, and Ring Y is phenylenyl as shown, to provide a compound of formula I-b-17:

I-b-17 or a pharmaceutically acceptable salt thereof, wherein each of X, R ^w , R ^x , R ^y , R ^3a , R ⁷ , L, L ^y , Ring D, Ring W, Ring X, n, q, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0403] In some embodiments, the present invention provides the compound of formula I-b-10, wherein Ring Ring Y is phenylenyl as shown, to provide a compound of formula I-b-18: or a pharmaceutically acceptable salt thereof, wherein each of X, R ^w , R ^x , R ^y , R ^3a , R ⁷ , L, L ^y , Ring D, Ring W, Ring X, n, q, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0404] In some embodiments, the present invention provides a compound formula I-b-10 of any one of the following formulae:

I-b-23

I-b-25 or a pharmaceutically acceptable salt thereof, wherein each of the variables is as defined above and described in embodiments herein, both singly and in combination.

[0405] In some embodiments, the present invention provides a compound of formula I-b-10 of any one of the following formulae:

I-b-28

I-b-34

I-b-40

I-b-46

I-b-57 or a pharmaceutically acceptable salt thereof, wherein each of the variables is as defined above and described in embodiments herein, both singly and in combination, and wherein:

R ^xl is hydrogen, halogen, -CN, C _1-6 alkyl, C _1-6 haloalkyl, -OH, -OC _1-6 alkyl, -OC _1-6 haloalkyl; and xl is 0, l, or 2.

[0406] As defined generally above, R ^xl is hydrogen, halogen, -CN, C _1-6 alkyl, C _1-6 haloalkyl, -OH, - OC _1-6 alkyl, -OC _1-6 haloalkyl.

[0407] In some embodiments, R ^xl is hydrogen. In some embodiments, R ^xl is halogen. In some embodiments, R ^xl is -CN. In some embodiments, R ^xl is C _1-6 alkyl. In some embodiments, R ^xl is C _1-6 haloalkyl. In some embodiments, R ^xl is -OH. In some embodiments, R ^xl is -OC _1-6 alkyl. In some embodiments, R ^xl is -OC _1-6 haloalkyl.

[0408] In some embodiments, R ^xl is fluoro or methyl.

[0409] In some embodiments, R ^xl is selected from those depicted in Table 1, below.

[0410] As defined generally above, xl is 0, 1, or 2.

[0411] In some embodiments, xl is 0. In some embodiments, xl is 1. In some embodiments, xl is 2.

In some embodiments, xl is 0 or 1. In some embodiments, xl is 1 or 2.

[0412] In some embodiments, xl is selected from those depicted in Table 1, below.

[0413] In some embodiments, the present invention provides the compound of formula I-b-10 as a compound of formula I-b-58:

I-b-58 or a pharmaceutically acceptable salt thereof, wherein each of the variables is as defined above and described in embodiments herein, both singly and in combination.

[0414] In some embodiments, the present invention provides the compound of formula I-d, wherein from formula I-cc, to provide a compound of formula I-d-1: or a pharmaceutically acceptable salt thereof, wherein each of R ^q , R ^s , R‘, R, q, s, t, L, ring A, R ² , R ¹ , X ¹ , and m is as defined above and described in embodiments herein, both singly and in combination.

[0415]

[0416] In certain embodiments, the present invention provides a compound of Formula I, wherein DIM (e.g., LBM) is an E3 ubiquitin ligase (cereblon) binding moiety thereby forming a compound of formula I-oo-l, I-oo-2, l-oo-3, l-oo-4, l-oo-5, l-oo-6, l-oo-7, l-oo-8, l-oo-9, or I-oo-10 respectively: I-oo-9 I-oo-10 or a compound of formula I-oo ^† -l, I-oo ^† -2, l-oo ^† -3, l-oo ^† -4, l-oo ^† -5, l-oo ^† -6, l-oo ^† -7, l-oo ^† -8, l-oo ^† -9, or I- oo ^† -10 respectively:

I-oo ^† -7 I-oo ^† -8 or a compound of formula I-oo"-l, I-oo"-2, I-oo"-3, l-oo"-4, l-oo"-5, l-oo"-6, l-oo"-7, l-oo"-8, l-oo"-

9, or l-oo ^{† †} -10 respectively:

I-oo”-9 l-oo ”-10 or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein each of the variables and n is as defined and described in WO 2017/007612 and US 2018/0134684, the entirety of each of which is herein incorporated by reference.

[0417] Accordingly in some embodiments, the present invention provides a compound of formula I- oo-l, I-oo-2, l-oo-3, l-oo-4, l-oo-5, l-oo-6, l-oo-7, l-oo-8, I-oo-9, l-oo-10, I-oo ^† -l, I-oo ^† -2, l-oo ^† -3, I-oo ^† -

4, l-oo ^† -5, l-oo ^† -6, l-oo ^† -7, l-oo ^† -8, l-oo ^† -9, l-oo ^† -10, I-oo”-l, l-oo ”-2, l-oo”-3, l-oo”-4, 1 -00”- 5. l-oo”-

6, l-oo”-7, l-oo”-8, l-oo”-9, or l-oo ”-10, or a pharmaceutically acceptable salt thereof, wherein:

Y is a bond, Y ₁ , O, NH, NR ₂ , C(O)O, OC(O), C(O)NR ₂ ^† , NR ₂ ^† C(O), Y ₁ — O, Y ₁ — NH, Y ₁ — NR ₂ , Y ₁ — C(O), Y ₁ — C(O)O, Y ₁ — OC(O), Y ₁ — C(O)NR ₂ ^† , or Y ₁ — NR ₂ ^† C(O), wherein Y ₁ is G-G alkylene, C ₂ - G alkenylene, or C ₂ -C ₆ alkynylene;

X is C(O) or C(R ₃ ) ₂ ;

X ₁ -X ₂ is C(R ₃ )=N or C(R ₃ ) ₂ — C(R ₃ ) ₂ ; each R ₁ is independently halogen, nitro, NH ₂ , OH, C(O)OH, C ₁ -C ₆ alkyl, or C ₁ -C ₆ alkoxy;

R ₂ is C ₁ -C ₆ alkyl, C ₂ -C ₆ alkenyl, C ₃ -C ₈ cycloalkyl, 3- to 8-membered heterocycloalkyl, C(O) — C ₁ -C ₆ alkyl, C(O) — C ₂ -C ₆ alkenyl, C(O) — C ₃ -C ₈ cycloalkyl, or C(O)-3- to 8-membered heterocycloalkyl, and R ₂ is optionally substituted with one or more of halogen, N(R _a ) ₂ , NHC(O)R _a , NHC(O)OR _a , OR _b , C ₃ -C ₈ cycloalkyl, 3- to 8-membered heterocycloalkyl, C ₆ -C ₁₀ aryl, or 5- to 10-membered heteroaryl, wherein each of the C ₃ -C ₈ cycloalkyl, 3- to 8-membered heterocycloalkyl, C ₆ -C ₁₀ aryl or 5- to 10- membered heteroaryl is optionally further substituted with one or more of halogen, NH ₂ , CN, nitro, OH, C(O)OH, C ₁ -C ₆ alkyl, C ₁ -C ₆ haloalkyl, C ₁ -C ₆ alkoxy, or C ₁ -C ₆ haloalkoxy; R ₂ ^† is H, C ₁ -C ₆ alkyl, C2-C6 alkenyl, C3-C8 cycloalkyl, or 3- to 8-membered heterocycloalkyl, and R ₂ ^† , when not being H, is optionally substituted with one or more of halogen, N(R _a ) ₂ , NHC(O)R _a , NHC(O)OR _a , OR _b , C3-C8 cycloalkyl, 3- to 8-membered heterocycloalkyl, Cs-C ₁₀ aryl, or 5- to 10- membered heteroaryl, wherein each of the Ch-Cx cycloalkyl, 3- to 8-membered heterocycloalkyl, Cb-Ciii aryl or 5- to 10-membered heteroaryl is optionally further substituted with one or more of halogen, NH ₂ , CN, nitro, OH, C(O)OH, C _1- Cg alkyl, C ₁ -C ₆ haloalkyl, C ₁ -C ₆ alkoxy, or C _1- G, haloalkoxy; each R Js independently H or C1-C3 alkyl optionally substituted with Ce-Cw aryl or 5- to 10-membered heteroaryl; each R3 ^† is independently C1-C3 alkyl; each Ri is independently H or C1-C3 alkyl; or two R4, together with the carbon atom to which they are attached, form C(O), a C ₃ -C ₆ carbocycle, or a 4-, 5-, or 6-membered heterocycle comprising 1 or 2 heteroatoms selected from N and 0;

Rs is H, C1-C3 alkyl, F, or Cl; each Ra independently is H or C _1- Cg alkyl; R _b is H or tosyl; t is 0 or 1; m is 0, 1, 2 or 3; and n is 0, 1 or 2.

[0418] In certain embodiments, the present invention provides a compound of Formula I, wherein DIM (e.g., LBM) is an E3 ubiquitin ligase (cereblon) binding moiety thereby forming a compound of formula I-pp-1, 1-pp-2, I-pp-3, 1-pp-4, 1-pp-5, or I-pp-6 respectively:

or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein each of the variables A, G, G’, Qi, Q2, Qs, Q4, R, R’, W, X, Y, Z, and n is as defined and described in WO 2016/197114 and US 2018/0147202, the entirety of each of which is herein incorporated by reference.

[0419] In some embodiments, In some embodiments, LBM is some embodiments,

[0420] In some embodiments, LBM is selected from those in Table 1 below.

[0421] In certain embodiments, the present invention provides a compound of Formula I, wherein

DIM (e.g., LBM) is an E3 ubiquitin ligase (cereblon) binding moiety thereby forming a compound of formula I-qq-1, 1-qq-2, or I-qq-3 respectively: I-qq-2 or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described herein, and wherein each of the variables R ¹ , R ² , R ⁴ , R ⁵ , R ¹⁰ , R ¹¹ , R ¹⁴ , R ¹⁷ , W ¹ , W ² , X, — , and n is as defined in WO 2017/197051 which is herein incorporated by reference in its entirety and wherein is attached to R ¹ , the ring formed by combining R ¹ and R ² , or R ¹⁷ at the site of attachment of R ¹² as defined in WO 2017/197051 such that ' takes the place of the R ¹² substituent.

[0422] In some embodiments, the present invention provides a compound of formula I, wherein DIM

(e.g., LBM) is an E3 ubiquitin ligase (cereblon) binding moiety thereby forming a compound of formula I- rr-1, 1-rr-2, 1-rr-3, or I-rr-4, respectively:

I-rr-4 or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described herein, and wherein each of the variables R ¹ , R ⁴ , R ¹⁰ , R ¹¹ , R ¹⁴ , R ¹⁶ , W ¹ , W ² , X, — , and n is as defined in

WO 2018/237026, the entirety of each of which is herein incorporated by reference, and wherein

[0423] In some embodiments, the present invention provides a compound of formula I, wherein DIM (e.g., LBM) is an E3 ubiquitin ligase (cereblon) binding moiety thereby forming a compound of formula I- ss-1 or I-ss-3, respectively: or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described herein, and wherein each of the variables R ¹ , R ¹⁴ , and R ¹⁶ is as defined in WO 2018/237026, the entirety of each of which is herein incorporated by reference, and wherein is attached to R ¹ or R ¹⁶ at the site of attachment of R ¹² as defined in WO 2018/237026, such that takes the place of the R ¹² substituent.

[0424] In certain embodiments, the present invention provides a compound of formula I, wherein DIM (e.g., LBM) is an E3 ubiquitin ligase (cereblon) binding moiety thereby forming a compound of formula I- tt-1, I-tt-2, I-tt-3, 1-tt-4, 1-tt-5, I-tt-6, 1-tt-7, or I-tt-8:

I-tt-5 I-tt-6

I-tt-7 I-tt-8 or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein each of the variables Ar, R ¹ , R ² , R ³ , R ⁴ , R ⁵ , R ⁶ , R ⁷ , R ⁸ , A, L, x, y, and — is as described and defined in WO 2017/161119, the entirety of each of which is herein incorporated by reference.

[0425] In certain embodiments, the present invention provides a compound of formula I, wherein DIM (e.g., LBM) is an E3 ubiquitin ligase (cereblon) binding moiety thereby forming a compound of formula I- uu:

I-uu or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein each of the variables A, B, C, W, X, Y, and Z is as described and defined in US 5,721,246, the entirety of each of which is herein incorporated by reference.

[0426] In certain embodiments, the present invention provides a compound of formula I, wherein DIM (e.g., LBM) is an E3 ubiquitin ligase (cereblon) binding moiety thereby forming a compound of formula I- w: I-w or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein each of the variables R ₁ , R ₂ , and n is as described and defined in WO

2019/043214, the entirety of each of which is herein incorporated by reference.

[0427] In some embodiments, LBM is a IAP E3 Ubiquitin ligase binding moiety recited in

Varfolomeev, E. et al., IAP Antagonists Induce Autoubiquitination of c-lAPs, NF-KB activation, and TNFa-

Dependent Apoptosis, Cell, 2007, 131(4): 669-81, such as, for example:

BV6 wherein is attached to a modifiable carbon, oxygen, nitrogen or sulfur atom.

[0428] In certain embodiments, the present invention provides a compound of Formula I, wherein

DIM (e.g., LBM) is a VEIL E3 ubiquitin ligase binding moiety thereby forming a compound of formula I- ww-1, I-ww-2, 1-ww-3, 1-ww-4, or I-ww-5 respectively:

I-ww-5 or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein each of the variables R ¹ , R ² , R ³ ’, X, and X’ is as defined and described in WO 2013/106643 and US 2014/0356322, the entirety of each of which is herein incorporated by reference.

[0429] In certain embodiments, the present invention provides a compound of Formula I, wherein DIM (e.g., LBM) is a VHL E3 ubiquitin ligase binding moiety thereby forming a compound of formula I- xx-1, 1-xx-2, 1-xx-3, 1-xx-4, 1-xx-5 or I-xx-6 respectively:

I-xx-1 I-xx-2

I-xx-5 I-xx-6 or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein each of the variables R ¹ , R ² , R ³ ’, R5, Re, R7, R% R ₁₀ , R11, R14, R15, Rie, Rn, R ₂ 3, R ₂ 5, E, G, M, X, X’, Y, Zi, Z2, Z3, Z4, and 0 is as defined and described in WO 2016/149668 and US 2016/0272639, the entirety of each of which is herein incorporated by reference.

[0430] As used herein, depiction of brackets around any LBM means that the moiety is covalently attached to said LBM at any available modifiable carbon, nitrogen, oxygen, or sulfur atom. For purposes of clarity and by way of example, such available modifiable carbon, nitrogen, oxygen, or sulfur atoms in the following LBM compound structure are depicted below, wherein each wavy bond defines the point of attachment to said

[0431] In certain embodiments, the present invention provides a compound of Formula I, wherein

DIM (e.g., LBM) is a VHL E3 ubiquitin ligase binding moiety thereby forming a compound of formula I- yy-1, 1-yy-2, or I-yy-3 respectively:

i-yy-3 or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein each of the variables R ^F , R9, R ₁₀ , R11, Rua, Ri4b, R15, Rie, W ³ , W ⁴ , W ⁵ , X ¹ , X ² , and 0 is as defined and described in WO 2016/118666 and US 2016/0214972, the entirety of each of which is herein incorporated by reference.

[0432] In certain embodiments, the present invention provides a compound of Formula I, wherein DIM (e.g., LBM) is a CRBN or VHL E3 ubiquitin ligase binding moiety thereby forming a compound of formula I-zz-1, 1-zz-2, I-zz-3, 1-zz-4, 1-zz-5, 1-zz-6, or I-zz-7 respectively:

I-zz-3

I-zz-7 or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein each of the variables A ¹ , A ² , A ³ , R ⁵ , G and Z is as defined and described in WO 2017/176958.

[0433] In certain embodiments, the present invention provides a compound of Formula I, wherein DIM (e.g., LBM) is a CRBN E3 ubiquitin ligase binding moiety thereby forming a compound of formula I-zz ^† -l, I-zz"-l, I-zz ^† -2, I-zz ^† -2, 1-zz ^† -3, l-zz"-3, l-zz ^† -4, l-zz ^{† †} -4, 1-zz ^† -7 or l-zz"-7 respectively: l-zz ^† -7 l-zz"-7 or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein each of the variables A ¹ , A ² , A ³ , R ⁵ , G and Z is as defined and described in WO 2017/176958, the entirety of which is herein incorporated by reference. [0434] In certain embodiments, the present invention provides a compound of Formula I, wherein DIM (e.g., LBM) is a MDM2 (i.e. human double minute 2 or HDM2) E3 ligase binding moiety thereby forming a compound of formula I-aaa-1, 1-aaa-2, 1-aaa-3, 1-aaa-4, 1-aaa-5, 1-aaa-6, 1-aaa-7, 1-aaa-8, 1- aaa-9, I-aaa-10, I-aaa-11, I-aaa-12, I-aaa-13, I-aaa-14, I-aaa-15, I-aaa-16, I-aaa-17, or I-aaa-18 respectively:

I-aaa-17 I-aaa-18 or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein each of the variables R ₁ , R ₂ , Ra, R4, R ₅ , Re, R7, Rs, Re, R ₁₀ , Ri 1, R12, R ₁₀ ’, Rm, R12’, R ₁ ”, A, A’, A”, X, Y, and Z is as defined and described in WO 2017/011371 and US 2017/0008904, the entirety of each of which is herein incorporated by reference.

[0435] In certain embodiments, the present invention provides a compound of Formula I, wherein DIM (e.g., LBM) is a MDM2 (i.e. human double minute 2 or HDM2) E3 ligase binding moiety thereby forming a compound of formula I-aaa-19, 1-aaa-20, or I-aaa-21 respectively or a pharmaceutically acceptable salt thereof, wherein each of the variables R ^12c , R ^12d , R ¹³ , R ¹⁷ , R ^lxb , R ^18c , R ^lxd , A ⁵ , A ⁶ , A ⁷ , Q ¹ , and Ar is as defined and described in WO 2017/176957 and US2019/127387.

[0436] In certain embodiments, the present invention provides a compound of Formula I, wherein DIM (e.g., LBM) is an IAP E3 ubiquitin ligase binding moiety thereby forming a compound of formula I- bbb-1, 1-bbb-2, 1-bbb-3, or I-bbb-4 respectively:

I-bbb-2

I-bbb-4 or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein each of the variables R ¹ , R ² , R ³ , R ⁴ , R ⁵ , R ⁶ , and R ⁷ , is as defined and described in WO 2017/011590 and US 2017/0037004, the entirety of each of which is herein incorporated by reference.

[0437] In certain embodiments, the present invention provides a compound of Formula I, wherein DIM (e.g., LBM) is an E3 ubiquitin ligase (cereblon) binding moiety, a DCAF15 E3 ubiquitin ligase binding moiety, or a VHL E3 ubiquitin ligase binding moiety; thereby forming a compound of formula I-ccc-1, 1- ccc-2, or I-ccc-3:

I-ccc-2

I-ccc-3 or a pharmaceutically acceptable salt thereof, wherein L and CBM is as defined above and described in embodiments herein, and wherein: each of X ¹ , X ^2a , and X ^3a is independently a bivalent moiety selected from a covalent bond, -CH ₂ -, -C(O)- each of X ^4a and X ^5a is independently a bivalent moiety selected from -CH ₂ -, -C(O)-, -C(S)-, or

R ¹ is hydrogen, deuterium, halogen, -CN, -OR, -SR, -S(O)R, -S(O) ₂ R, -NR ₂ , or an optionally substituted C _1-4 aliphatic; each of R ² , R ^3b , and R ^4a is independently hydrogen, -R ⁶ , halogen, -CN, -NO ₂ , -OR, -SR, -NR ₂ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)NR ₂ ,

-C(O)N(R)OR, -OC(O)R, -OC(O)NR ₂ , -N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)NR ₂ , or -N(R)S(O) ₂ R;

R ^5a is hydrogen or C _1-6 aliphatic; each R ⁶ is independently an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic ring having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur;

Ring A ^a is a fused ring selected from 6-membered aryl containing 0-2 nitrogen atoms, 5 to 7-membered partially saturated carbocyclyl, 5 to 7-membered partially saturated heterocyclyl with 1-2 heteroatoms independently selected from nitrogen, oxygen or sulfur, or 5 -membered heteroaryl with 1 -3 heteroatoms independently selected from nitrogen, oxygen or sulfur;

Ring B ^a is selected from 6-membered aryl containing 0-2 nitrogen atoms or a 8-10 membered bicyclic heteroaryl having 1-5 heteroatoms independently selected from nitrogen, oxygen, or sulfur;

Ring C ^a is a selected from 6-membered aryl containing 0-2 nitrogen atoms or a 5 -membered heteroaryl with 1-3 heteroatoms independently selected from nitrogen, oxygen or sulfur; m is 0, 1, 2, 3 or 4; o is 0, 1 , 2, 3 or 4; q is 0, 1 , 2, 3 or 4; and each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: two R groups on the same nitrogen are optionally taken together with then intervening atoms to form a 4-7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the nitrogen, independently selected from nitrogen, oxygen, and sulfur.

[0438] In certain embodiments, the present invention provides a compound of Formula I-ccc-1, wherein DIM (e.g., LBM) is an E3 ubiquitin ligase (cereblon) binding moiety thereby forming a compound of formula I-ccc ^† -l or I-ccc"-l: l-ccc ^{† †} -l or a pharmaceutically acceptable salt thereof, wherein CBM, L, Ring A ^a , X ¹ , X ^2a , X ^3a , R ¹ , R ² and m are as described above.

[0439] As defined above and described herein, each of X ¹ , X ^2a , and X ^3a is independently a bivalent moiety selected from a covalent bond, -CH ₂ -, -C(O)-, -C(S)-, [0440] In some embodiments, X ¹ is a covalent bond, -CH ₂ -, -C(O)-, -C(S)-, or

[0441] In some embodiments, X ¹ is selected from those depicted in Table 1, below.

[0442] In some embodiments, X ^2a is a covalent bond, -CH ₂ -, -C(O)-, -C(S)-, or

[0443] In some embodiments, X ^2a is selected from those depicted in Table 1, below.

[0444] In some embodiments, X ^3a is a covalent bond, -CH ₂ -, -C(O)-, -C(S)-, or .

[0445] In some embodiments, X ^3a is selected from those depicted in Table 1, below.

[0446] As defined above and described herein, each of X ⁴ and X ⁵ is independently a bivalent moiety selected from

[0447] In some embodiments,

[0448] In some embodiments, X ^4a is selected from those depicted in Table 1, below.

[0449] In some embodiments,

[0450] In some embodiments, X ^5a is selected from those depicted in Table 1, below.

[0451] As defined above and described herein, R ¹ is hydrogen, deuterium, halogen, -CN, -OR, -SR,

-S(O)R, -S(O) ₂ R, -NR ₂ , or an optionally substituted C _1-4 aliphatic.

[0452] In some embodiments, R ¹ is hydrogen, deuterium, halogen, -CN, -OR, -SR, -S(O)R, -S(O) ₂ R, -NR ₂ , or an optionally substituted C _1-4 aliphatic.

[0453] In some embodiments, R ¹ is selected from those depicted in Table 1, below.

[0454] As defined above and described herein, each of R ² , R ^3b , and R ^4a is independently hydrogen, -

R ⁶ , halogen, -CN, -NO ₂ , -OR, -SR, -NR ₂ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR, -

C(O)NR ₂ , -C(O)N(R)OR, -OC(O)R, -OC(O)NR ₂ , -N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)NR ₂ , or - N(R)S(O) ₂ R.

[0455] In some embodiments, R ² is hydrogen, -R ⁶ , halogen, -CN, -NO ₂ , -OR, - SR, -NR ₂ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR,

C(O)NR ₂ , -C(O)N(R)OR, -OC(O)R, -OC(O)NR ₂ , -N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)NR ₂ , or - N(R)S(O) ₂ R.

[0456] In some embodiments, R ² is selected from those depicted in Table 1, below.

[0457] In some embodiments, R ^3b is hydrogen, -R ⁶ , halogen, -CN, -NO ₂ , -OR, -

SR, -NR ₂ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR,

C(O)NR ₂ , -C(O)N(R)OR, -OC(O)R, -OC(O)NR ₂ , -N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)NR ₂ , or - N(R)S(O) ₂ R.

[0458] In some embodiments, R ^3b is methyl.

[0459] In some embodiments, R ^3b is selected from those depicted in Table 1, below.

[0460] In some embodiments, R ^4a is hydrogen, -R ⁶ , halogen, -CN, -NO ₂ , -OR, - SR, -NR ₂ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR,

C(O)NR ₂ , -C(O)N(R)OR, -OC(O)R, -OC(O)NR ₂ , -N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)NR ₂ , or - N(R)S(O) ₂ R.

[0461] In some embodiments, R ^4a is methyl.

[0462] In some embodiments, R ^4a is selected from those depicted in Table 1, below.

[0463] As defined above and described herein, R ^5a is hydrogen or C _1-6 aliphatic.

[0464] In some embodiments, R ^5a is t-butyl.

[0465] In some embodiments, R ^5a is selected from those depicted in Table 1, below.

[0466] As defined above and described herein, each R ⁶ is independently an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic ring having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur.

[0467] In some embodiments, R ⁶ is an optionally substituted C _1-6 aliphatic group. In some embodiments, R ⁶ is an optionally substituted phenyl. In some embodiments, R ⁶ is an optionally substituted 4-7 membered saturated or partially unsaturated heterocyclic ring having 1 -2 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, R ⁶ is an optionally substituted 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur.

[0468] In some embodiments, R ⁶ is selected from those depicted in Table 1, below.

[0469] As defined above and described herein, Ring A ^a is a fused ring selected from 6-membered aryl containing 0-2 nitrogen atoms, 5 to 7-membered partially saturated carbocyclyl, 5 to 7-membered partially saturated heterocyclyl with 1-2 heteroatoms independently selected from nitrogen, oxygen or sulfur, or 5- membered heteroaryl with 1 -3 heteroatoms independently selected from nitrogen, oxygen or sulfur.

[0470] In some embodiments Ring A ^a is a fused 6-membered aryl containing 0-2 nitrogen atoms. In some embodiments Ring A ^a is a fused 5 to 7-membered partially saturated carbocyclyl. In some embodiments Ring A ^a is a fused 5 to 7-membered partially saturated heterocyclyl with 1-2 heteroatoms independently selected from nitrogen, oxygen or sulfur. In some embodiments Ring A ^a is a fused 5- membered heteroaryl with 1 -3 heteroatoms independently selected from nitrogen, oxygen or sulfur.

[0471] In some embodiments, Ring A ^a is a fused phenyl.

[0472] In some embodiments, Ring A ^a is selected from those depicted in Table 1, below.

[0473] As defined above and described herein, Ring B ^a is selected from 6-membered aryl containing 0-2 nitrogen atoms or a 8-10 membered bicyclic heteroaryl having 1-5 heteroatoms independently selected from nitrogen, oxygen, or sulfur.

[0474] In some embodiments, Ring B ^a is a 6-membered aryl containing 0-2 nitrogen atoms. In some embodiments, Ring B ^a is a 8-10 membered bicyclic heteroaryl having 1-5 heteroatoms independently selected from nitrogen, oxygen, or sulfur.

[0475] In some embodiments, Ring

[0476] In some embodiments, Ring B ^a is selected from those depicted in Table 1, below.

[0477] As defined above and described herein, Ring C ^a is selected from 6-membered aryl containing 0-2 nitrogen atoms or a 5-membered heteroaryl with 1-3 heteroatoms independently selected from nitrogen, oxygen or sulfur.

[0478] In some embodiments, Ring C ^a is a 6-membered aryl containing 0-2 nitrogen atoms. In some embodiments, Ring C ^a is a 5-membered heteroaryl with 1-3 heteroatoms independently selected from nitrogen, oxygen or sulfur.

[0479] In some embodiments, Ring

[0480] In some embodiments, Ring C ^a is selected from those depicted in Table 1, below.

[0481] As defined above and described herein, m is 0, 1, 2, 3 or 4.

[0482] In some embodiments, m is 0. In some embodiments, m is 1. In some embodiments, m is 2.

In some embodiments, m is 3. In some embodiments, m is 4.

[0483] In some embodiments, m is selected from those depicted in Table 1, below. [0484] In some embodiments, o is selected from those depicted in Table 1, below.

[0485] As defined above and described herein, o is 0, 1, 2, 3 or 4.

[0486] In some embodiments, o is 0. In some embodiments, o is 1. In some embodiments, o is 2. In some embodiments, o is 3. In some embodiments, o is 4.

[0487] In some embodiments, o is selected from those depicted in Table 1, below.

[0488] As defined above and described herein, q is 0, 1, 2, 3 or 4.

[0489] In some embodiments, q is 0. In some embodiments, q is 1. In some embodiments, q is 2. In some embodiments, q is 3. In some embodiments, q is 4.

[0490] In some embodiments, q is selected from those depicted in Table 1, below.

[0491] As defined above and described herein, each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: two R groups on the same nitrogen are optionally taken together with their intervening atoms to form a 4-7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the nitrogen, independently selected from nitrogen, oxygen, and sulfur.

[0492] In some embodiments, R is hydrogen. In some embodiments, R is phenyl. In some embodiments, R is a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, R is a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, two R groups on the same nitrogen are optionally taken together with their intervening atoms to form a 4-7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the nitrogen, independently selected from nitrogen, oxygen, and sulfur.

[0493] In some embodiments, R is selected from those depicted in Table 1, below.

[0494] In certain embodiments, the present invention provides a compound of formula I, wherein DIM (e.g., LBM) is a VHL binding moiety thereby forming a compound of formula I-ddd:

I-ddd or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein each of the variables Rg, R ₁₀ , Ri i, Ri4a, and R15 is as described and defined in WO 2017/030814, WO 2016/118666, and US 2017/0327469, the entirety of each of which is herein incorporated by reference.

[0495] In certain embodiments, the present invention provides a compound of formula I, wherein DIM

(e.g., LBM) is a VHL binding moiety thereby forming a compound of formula I-eee-1 or I-eee-2:

I-eee-2 or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein each of the variables X, W, Rg, R ₁₀ , Rn, Rua, and Rub, R15, R ¹⁶ , and o is as described and defined in WO 2017/030814, WO 2016/118666, and US 2017/0327469, the entirety of each of which is herein incorporated by reference.

[0496] In certain embodiments, the present invention provides a compound of formula I, wherein DIM (e.g., LBM) is an IAP binding moiety thereby forming a compound of formula I-fff:

I-fff or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein each of the variables W, Y, Z, R ¹ , R ² , R ³ , R ⁴ , and R ⁵ is as described and defined in WO 2014/044622, US 2015/0225449. WO 2015/071393, and US 2016/0272596, the entirety of each of which is herein incorporated by reference.

[0497] In certain embodiments, the present invention provides a compound of formula I, wherein DIM (e.g., LBM) is a MDM2 binding moiety thereby forming a compound of formula I-ggg: or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, as described and defined in Hines, J. et al., Cancer Res. (DOI: 10.1158/0008- 5472.CAN- 18-2918), the entirety of each of which is herein incorporated by reference.

[0498] In certain embodiments, the present invention provides a compound of formula I, wherein DIM (e.g., LBM) is a DCAF16 binding moiety thereby forming a compound of formula I-hhh:

I-hhh or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, as described and defined in Zhang, X. et al., bioRxiv (doi: https://doi.org/10.1101/443804), the entirety of each of which is herein incorporated by reference.

[0499] In certain embodiments, the present invention provides a compound of formula I, wherein DIM

(e.g., LBM) is a RNF114 binding moiety thereby forming a compound of formula I-iii: or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, as described and defined in Spradin, J.N. et al., bioRxiv (doi: https://doi.org/10.1101/436998), the entirety of each of which is herein incorporated by reference.

[0500] In certain embodiments, the present invention provides a compound of formula I, wherein DIM (e.g., LBM) is a RNF4 binding moiety thereby forming a compound of formula I-jjj:

I-jjj or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, as described and defined in Ward, C.C., et al., bioRxiv (doi: https://doi.org/10.1101/439125), the entirety of each of which is herein incorporated by reference.

[0501] In certain embodiments, the present invention provides a compound of formula I, wherein DIM (e.g., LBM) is a VHL binding moiety thereby forming a compound of formula I-nnn-1 or I-nnn-2:

I-nnn-2 or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein each of the variables R ¹ , R ² , R ³ , X, and Y is as defined and described in WO 2019/084026, the entirety of each of which is herein incorporated by reference.

[0502] In certain embodiments, the present invention provides a compound of formula I, wherein DIM

(e.g., LBM) is a VHL binding moiety thereby forming a compound of formula I-ooo-l or I-OOO-2:

I-OOO-l

I-ooo-2 or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein each of the variables R ¹ , R ³ , and Y is as defined and described in WO 2019/084030, the entirety of each of which is herein incorporated by reference.

[0503] In certain embodiments, the present invention provides a compound of formula I, wherein DIM (e.g., LBM) is a E3 ubiquitin ligase (cereblon) binding moiety thereby forming a compound of formula I- ppp-1, I-ppp-2, I-ppp-3, or I-ppp-4:

I-ppp-3

I-ppp-4 or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described herein, and wherein each of the variables R ⁴ , R ¹⁰ , R ¹¹ , R ¹⁵ , R ¹⁶ , R ¹⁷ , W ¹ , W ² , and X is as defined in WO

2019/099868 which is herein incorporated by reference in its entirety, and wherein is attached to R ¹⁷ or R ¹⁶ at the site of attachment of R ¹² as defined in WO 2018/237026, such that takes the place of the R ¹² substituent.

[0504] some embodiments, , some embodiments, LBM In some embodiments, LBM is

some embodiments, LBM is In some embodiments, LBM is ,

some embodiments, LBM is In some embodiments, LBM is , In some embodiments, In some embodiments, LBM is ,

[0505] In certain embodiments, the present invention provides a compound of formula I, wherein DIM

(e.g., LBM) is a CRBN E3 ubiquitin ligase binding moiety thereby forming a compound of formula I-qqq:

I-qqq or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, wherein: each X ¹ is independently

X ² and X ³ are independently

Z ¹ and Z ² are independently a carbon atom or a nitrogen atom;

Ring A is a fused ring selected from benzo, a 4-6 membered saturated or partially unsaturated carbocyclic or heterocyclic ring having 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur;

L ¹ is a covalent bond or a C1-3 bivalent straight or branched saturated or unsaturated hydrocarbon chain wherein 1-2 methylene units of the chain are independently and optionally replaced with -O-, -S-, -C(O)-, -C(S)-, -CR ₂ -, -CRF-, -CF2-, -NR-, or -S(O) ₂ -; each R ¹ is independently selected from hydrogen, deuterium, R ⁴ , halogen, -CN, -NO ₂ , -OR, - SR, -NR ₂ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -CF ₂ R, -CR ₂ F, -CF ₃ , -CR ₂ (OR), - CR ₂ (NR ₂ ), -C(O)R, -C(O)OR, -C(O)NR ₂ , -C(O)N(R)OR, -OC(O)R, -OC(O)NR ₂ , -C(S)NR ₂ , - N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)NR ₂ , -N(R)S(O) ₂ R, -OP(O)R ₂ , -OP(O)(OR) ₂ , -

OP(O)(OR)NR ₂ , -OP(O)(NR ₂ ) ₂ , -Si(OR)R ₂ , and -SiR ₃ ; or two R ¹ groups are optionally taken together to form an optionally substituted 5-8 membered partially unsaturated or aryl fused ring having 0-2 heteroatoms independently selected from nitrogen, oxygen, or sulfur; each R is independently selected from hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1 -2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: two R groups on the same carbon or nitrogen are optionally taken together with their intervening atoms to form an optionally substituted 4-7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the carbon or nitrogen, independently selected from nitrogen, oxygen, and sulfur;

R ² is selected from or hydrogen;

Ring B is phenyl, a 4-10 membered saturated or partially unsaturated mono- or bicyclic carbocyclic or heterocyclic ring having 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, wherein Ring B is further optionally substituted with 1-2 oxo groups; each R ³ is independently selected from hydrogen, deuterium, R ⁴ , halogen, -CN, -NO ₂ , -OR, - SR, -NR ₂ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -CF ₂ R, -CF ₃ , -CR ₂ (OR), -CR ₂ (NR ₂ ), -C(O)R, -C(O)OR, - C(O)NR ₂ , -C(O)N(R)OR, -OC(O)R, -OC(O)NR ₂ , -N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)NR ₂ , - N(R)S(O) ₂ R, -OP(O)R ₂ , -OP(O)(OR) ₂ , -OP(O)(OR)NR ₂ , -OP(O)(NR ₂ ) ₂ , and -SiR ₃ ; each R ⁴ is independently selected from an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic ring having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur;

¹²²² is a single or double bond; m is 0, 1, 2, 3 or 4; n is 0, 1 , 2, 3 or 4; and o is 0, 1, or 2.

[0506] As defined above and described herein each X ¹ is independently a covalent bond, -CH ₂ -, -O-, -

[0507] In some embodiments, X ¹ is a covalent bond. In some embodiments, X ¹ is -CH ₂ -. In some embodiments, X ¹ is -O-. In some embodiments, X ¹ is -NR-. In some embodiments, X ¹ is -CF2-. In some embodiments, X ¹ is . In some embodiments, X ¹ is -C(O)-. In some embodiments, X ¹ is -C(S)-. In some embodiments,

[0508] In certain embodiments, X ¹ is selected from those shown in the compounds of Table 1.

[0509] As defined above and described herein, X ² and X ³ are independently -CH ₂ -, -C(O)-, -C(S)-, or

[0510] In some embodiments, X ² and X ³ are independently -CH ₂ -. In some embodiments, X ² and X ³ are independently -C(O)-. In some embodiments, X ² and X ³ are independently -C(S)-. In some embodiments, X ² and X ³ are independently .

[0511] In certain embodiments, X ² and X ³ are independently selected from those shown in the compounds of Table 1.

[0512] As defined above and described herein, X ⁴ is a covalent bond, -CH ₂ -, -CR ₂ -, -O-, -NR-, -CF2-,

[0513] As define above and described herein, Z ¹ and Z ² are independently a carbon atom or a nitrogen atom.

[0514] In some embodiments, Z ¹ and Z ² are independently a carbon atom. In some embodiments, Z ¹ and Z ² are independently a carbon atom.

[0515] In certain embodiments, Z ¹ and Z ² are independently selected from those shown in the compounds of Table 1.

[0516] As defined above and described herein, Ring A is fused ring selected from benzo or a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur.

[0517] In some embodiments, Ring A is benzo. In some embodiments, Ring A is a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur.

[0518] In certain embodiments, Ring A is selected from those shown in the compounds of Table 1.

[0519] As defined above and described herein, L ¹ is a covalent bond or a C1-3 bivalent straight or branched saturated or unsaturated hydrocarbon chain wherein 1-2 methylene units of the chain are independently and optionally replaced with -O-, -S-, -C(O)-, -C(S)-, -CR ₂ -, -CRF-, -CF2-, -NR-, or -S(O) ₂ -

[0520] In some embodiments, L ¹ is a covalent bond. In some embodiments, L ¹ is a C1-3 bivalent straight or branched saturated or unsaturated hydrocarbon chain wherein 1 -2 methylene units of the chain are independently and optionally replaced with -O-, -S-, -C(O)-, -C(S)-, -CR ₂ -, -CRF-, -CF ₂ -, -NR-, or - S(O) ₂ -.

[0521] In some embodiments, L ¹ is -C(O)-.

[0522] In certain embodiments, L ¹ is selected from those shown in the compounds of Table 1.

[0523] As defined above and described herein, each R ¹ is independently selected from hydrogen, deuterium, R ⁴ , halogen, -CN, -NO ₂ , -OR, -SR, -NR ₂ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -CF ₂ R, -CF ₃ , -CR ₂ (OR), -CR ₂ (NR ₂ ), -C(O)R, -C(O)OR, -C(O)NR ₂ , -C(O)N(R)OR, -OC(O)R, -OC(O)NR ₂ , -C(S)NR ₂ , - N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)NR ₂ , -N(R)S(O) ₂ R, -OP(O)R ₂ , -OP(O)(OR) ₂ , -OP(O)(OR)NR ₂ , - OP(O)(NR ₂ ) ₂ , -Si(OR)R ₂ , and -Si Rs, or two R ¹ groups are optionally taken together to form an optionally substituted 5-8 membered partially unsaturated or aiyl fused ring having 0-2 heteroatoms independently selected from nitrogen, oxygen, or sulfur.

[0524] In some embodiments, R ¹ is hydrogen. In some embodiments, R ¹ is deuterium. In some embodiments, R ¹ is R ⁴ . In some embodiments, R ¹ is halogen. In some embodiments, R ¹ is -CN. In some embodiments, R ¹ is -NO ₂ . In some embodiments, R ¹ is -OR. In some embodiments, R ¹ is -SR. In some embodiments, R ¹ is -NR ₂ . In some embodiments, R ¹ is -S(O) ₂ R. In some embodiments, R ¹ is -S(O) ₂ NR ₂ . In some embodiments, R ¹ is -S(O)R. In some embodiments, R ¹ is -CF ₂ R. In some embodiments, R ¹ is - CF ₃ . In some embodiments, R ¹ is -CR ₂ (OR). In some embodiments, R ¹ is -CR ₂ (NR ₂ ). In some embodiments, R ¹ is -C(O)R. In some embodiments, R ¹ is -C(O)OR. In some embodiments, R ¹ is - C(O)NR ₂ . In some embodiments, R ¹ is -C(O)N(R)OR. In some embodiments, R ¹ is -OC(O)R. In some embodiments, R ¹ is -OC(O)NR ₂ . In some embodiments, R ¹ is -C(S)NR ₂ . In some embodiments, R ¹ is - N(R)C(O)OR. In some embodiments, R ¹ is -N(R)C(O)R. In some embodiments, R ¹ is -N(R)C(O)NR ₂ . In some embodiments, R ¹ is -N(R)S(O) ₂ R. In some embodiments, R ¹ is -OP(O)R ₂ . In some embodiments, R ¹ is -OP(O)(OR) ₂ ,. In some embodiments, R ¹ is -OP(O)(OR)NR ₂ . In some embodiments, R ¹ is - OP(O)(NR ₂ ) ₂ . In some embodiments, R ¹ is -Si(OR)R ₂ . In some embodiments, R ¹ is -SiRa. In some embodiments, two R ¹ groups are optionally taken together to form an optionally substituted 5-8 membered partially unsaturated or aryl fused ring having 0-2 heteroatoms independently selected from nitrogen, oxygen, or sulfur.

[0525] In certain embodiments, each R ¹ is independently selected from those shown in the compounds of Table 1.

[0526] As defined above and described here, each R is independently selected from hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or two R groups on the same carbon or nitrogen are optionally taken together with their intervening atoms to form an optionally substituted 4-7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the carbon or nitrogen, independently selected from nitrogen, oxygen, and sulfur.

[0527] In some embodiments, R is hydrogen. In some embodiments, R is an optionally substituted C _1- 6 aliphatic. In some embodiments, R is an optionally substituted phenyl. In some embodiments, R is an optionally substituted 4-7 membered saturated or partially unsaturated heterocyclic having 1 -2 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, R is an optionally substituted a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, two R groups on the same carbon or nitrogen are optionally taken together with their intervening atoms to form an optionally substituted 4-7 membered saturated, partially unsaturated, or heteroaiyl ring having 0-3 heteroatoms, in addition to the carbon or nitrogen, independently selected from nitrogen, oxygen, and sulfur.

[0528] As defined above and described herein, R ² is selected from or hydrogen. [0529] In some embodiment R ² is . In some embodiments, R ² is hydrogen.

[0530] In certain embodiments, R ² is selected from those shown in the compounds of Table 1.

[0531] As defined above and described herein, Ring B is phenyl, a 4-10 membered saturated or partially unsaturated mono- or bicyclic carbocyclic or heterocyclic ring having 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, wherein Ring B is further optionally substituted with 1-2 oxo groups.

[0532] In some embodiments, Ring B is phenyl. In some embodiments, Ring B is a 4-10 membered saturated or partially unsaturated mono- or bicyclic carbocyclic or heterocyclic ring having 1 -3 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, Ring B is a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, Ring B is further optionally substituted with 1-2 oxo groups.

[0533] In certain embodiments, Ring B is selected from those shown in the compounds of Table 1.

[0534] As defined above and described herein, each R ³ is independently selected from hydrogen, deuterium, R ⁴ , halogen, -CN, -NO ₂ , -OR, -SR, -NR ₂ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -CF ₂ R, -CF ₃ , -CR ₂ (OR), -CR ₂ (NR ₂ ), -C(O)R, -C(O)OR, -C(O)NR ₂ , -C(O)N(R)OR, -OC(O)R, -OC(O)NR ₂ , -

N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)NR ₂ , -N(R)S(O) ₂ R, -OP(O)R ₂ , -OP(O)(OR) ₂ , -OP(O)(OR)NR ₂ , - OP(O)(NR ₂ ) ₂ , and -SiR ₃ .

[0535] In some embodiments, R ³ is hydrogen. In some embodiments, R ³ is deuterium. In some embodiments, R ³ is R ⁴ . In some embodiments, R ³ is halogen. In some embodiments, R ³ is -CN. In some embodiments, R ³ is -NO ₂ . In some embodiments, R ³ is -OR. In some embodiments, R ³ is -SR. In some embodiments, R ³ is -NR ₂ . In some embodiments, R ³ is -S(O) ₂ R. In some embodiments, R ³ is -S(O) ₂ NR ₂ . In some embodiments, R ³ is -S(O)R. In some embodiments, R ³ is -CF ₂ R. In some embodiments, R ³ is - CF ₃ . In some embodiments, R ³ is -CR ₂ (OR). In some embodiments, R ³ is -CR ₂ (NR ₂ ). In some embodiments, R ³ is -C(O)R. In some embodiments, R ³ is -C(O)OR. In some embodiments, R ³ is - C(O)NR ₂ . In some embodiments, R ³ is -C(O)N(R)OR. In some embodiments, R ³ is -OC(O)R. In some embodiments, R ³ is -OC(O)NR ₂ . In some embodiments, R ³ is -N(R)C(O)OR. In some embodiments, R ³ is -N(R)C(O)R. In some embodiments, R ³ is -N(R)C(O)NR ₂ . In some embodiments, R ³ is -N(R)S(O) ₂ R. In some embodiments, R ³ is -OP(O)R ₂ . In some embodiments, R ³ is -OP(O)(OR) ₂ . In some embodiments, R ³ is -OP(O)(OR)NR ₂ . In some embodiments, R ³ is -OP(O)(NR ₂ ) ₂ . In some embodiments, R ³ is -SiR ₃ . [0536] In certain embodiments, R ³ is selected from those shown in the compounds of Table 1.

[0537] As defined above and described herein, each R ⁴ is independently an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic ring having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur.

[0538] In some embodiments, R ⁴ is an optionally substituted C _1-6 aliphatic. In some embodiments, R ⁴ is an optionally substituted phenyl. In some embodiments, R ⁴ is an optionally substituted 4-7 membered saturated or partially unsaturated heterocyclic ring having 1 -2 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, R ⁴ is an optionally substituted 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur.

[0539] In certain embodiments, R ⁴ is selected from those shown in the compounds of Table 1.

[0540] As defined above and described herein, ¹²²² is a single or double bond.

[0541] In some embodiments, ²²²² is a single bond. In some embodiments, ²²²² is a double bond.

[0542] In certain embodiments, ²²²² is selected from those shown in the compounds of Table 1.

[0543] As defined above and described herein, m is 0, 1, 2, 3 or 4.

[0544] In some embodiments, m is 0. In some embodiments, m is 1. In some embodiments, m is 2.

In some embodiments, m is 3. In some embodiments, m is 4.

[0545] In certain embodiments, m is selected from those shown in the compounds of Table 1.

[0546] As defined above and described herein, n is 0, 1, 2, 3 or 4.

[0547] In some embodiments, n is 0. In some embodiments, n is 1. In some embodiments, n is 2. In some embodiments, n is 3. In some embodiments, n is 4.

[0548] In certain embodiments, n is selected from those shown in the compounds of Table 1.

[0549] As defined above and described herein, o is 0, 1, or 2.

[0550] In some embodiments, n is 0. In some embodiments, n is 1. In some embodiments, m is 2.

[0551] In certain embodiments, o is selected from those shown in the compounds of Table 1.

[0552] In some embodiments, the present invention provides a compound of formula I-qqq, wherein

Ring A is benzo, o is 1, X ¹ is -CH ₂ -, X ² and X ³ are -C(O)-, and Z ¹ and Z ² are carbon atoms as shown, to provide a compound of formula I-qqq-1: or a pharmaceutically acceptable salt thereof, wherein each of CBM, L, L ¹ , R ¹ , R ² , and m is as defined above and described in embodiments herein, both singly and in combination.

[0553] In some embodiments, the present invention provides a compound of formula I-qqq, wherein Ring A is benzo, o is 1, X ¹ , X ² and X ³ are -C(O)-, and Z ¹ and Z ² are carbon atoms as shown, to provide a compound of formula I-qqq-12:

I-qqq-12 or a pharmaceutically acceptable salt thereof, wherein each of CBM, L, L ¹ , R ¹ , R ² , and m is as defined above and described in embodiments herein, both singly and in combination.

[0554] In some embodiments, LBM is In some embodiments, LBM is

[0555] In some embodiments, LBM is selected from those in Table 1, below.

[0556] In certain embodiments, the present invention provides a compound of formula I, wherein DIM

(e.g., LBM) is a RPN13 binding moiety thereby forming a compound of formula I-rrr:

I-rrr or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein each of the variables A, Y, and Z is as described and defined in WO 2019/165229, the entirety of each of which is herein incorporated by reference.

[0557] In certain embodiments, the present invention provides a compound of formula I, wherein DIM (e.g., LBM) is a Ubrl binding moiety as described in Shanmugasundaram, K. et al, J. Bio. Chem. 2019, doi: 10. 1074/jbc.ACl 19.010790, the entirety of each of which is herein incorporated by reference, thereby forming a compound of formula I-sss-1 or I-sss-2:

I-sss-2 or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein.

In certain embodiments, the present invention provides a compound of formula I, wherein DIM (e.g., LBM) is a CRBN E3 ubiquitin ligase binding moiety thereby forming a compound of formula I-uuu-1, 1-uuu-2,

I-uuu-3 or I-uuu-4:

I-ttt-1 I-uuu-2

I-uuu-3 I-uuu-4 or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein each of the variables Y, A ¹ , and A ³ is as described and defined in WO 2019/236483, the entirety of each of which is herein incorporated by reference.

[0558] In certain embodiments, the present invention provides a compound of formula I, wherein DIM (e.g., LBM) is human kelch-like ECH-associated protein 1 (KEAP1) thereby forming a compound of formula I-vw:

I-wv or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, both singly and in combination.

[0559] In certain embodiments, the present invention provides a compound of formula I, wherein DIM

(e.g., LBM) is KEAP1 binding moiety as recited in Lu et al., Euro. J. Med. Chem., 2018, 146:251-9, thereby forming a compound of formula I-www:

I-www or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, both singly and in combination.

[0560] In certain embodiments, the present invention provides a compound of formula I, wherein DIM

(e.g., LBM) is KEAP1-NRF2 binding moiety thereby forming a compound of formula I-xxx or I-xxx-2:

or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein each of the variables R, R ₁ , R ₅ , and Rs is as described and defined in WO 2020/018788, the entirety of each of which is herein incorporated by reference.

[0561] In certain embodiments, the present invention provides a compound of formula I, wherein DIM (e.g., LBM) is KEAP1-NRF2 binding moiety as recited in Tong et al., "Targeted Protein Degradation via a Covalent Reversible Degrader Based on Bardoxolone", ChemRxiv 2020, thereby forming a compound of formula I-yyy-1 or I-yyy-2: i-yyy-2 or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, both singly and in combination.

DCAF1 binding moiety

[0563] In some embodiments, DIM is DBM.

[0564] In some embodiments, DBM is a DCAF 1 binding moiety.

[0565] In certain embodiments, the present invention provides a compound of formula I, wherein

DBM is a DCAF1 binding moiety of formula I-aaaaa:

I-aaaaa or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined and described herein, and wherein:

Ring E is phenyl, a 4-7 membered partially unsaturated carbocyclyl or heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or a 5-9 membered monocyclic or bicyclic heteroarylenyl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur;

Ring F is phenylenyl, a 4-10 membered partially unsaturated carbocyclylenyl or heterocyclylenyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or a 5-9 membered monocyclic or bicyclic heteroarylenyl with 1 -4 heteroatoms independently selected from nitrogen, oxygen and sulfur; Y ¹ is a C _1- 3 hydrocarbon chain wherein each methylene is optionally substituted with -CR ₂ -, -CR(OR)-, - C(O)-, -C(NR)-, -C(NOR)-, -S(O)-, or -S(O) ₂ -;

R ^a is an optionally substituted C _1-6 aliphatic or

Ring G is phenyl, a 5-7 membered saturated or partially unsaturated carbocyclyl or heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or a 5-6 membered heteroaryl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur;

R ^b is hydrogen, an optionally substituted C _1-6 aliphatic, phenyl, or a 5-6 membered heteroaryl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur, or:

R ^a and R ^b are optionally taken together with their intervening atoms to form an optionally substituted 9- 10 membered saturated or partially unsaturated bicyclic ring having 0-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: when Y ¹ is -C(NR)-, R ^b is optionally taken together with R of -C(NR)- with their intervening atoms to form a 5-7 membered partially unsaturated heterocyclyl with 0-1 heteroatoms, in addition to the 2 nitrogen atoms within the heterocyclyl, independently selected from nitrogen, oxygen, and sulfur;

R ^c is -CR ₂ CONR ₂ , a 5-7 membered saturated or partially unsaturated carbocyclyl or heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or a 5-6 membered heteroaryl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur;

R ^d is hydrogen, or: when R ^c is -CR ₂ CONR ₂ , R ^d is optionally taken together with a single R of -CR ₂ CONR ₂ with their intervening atoms to form a 5-7 membered saturated or partially unsaturated heterocyclyl with 0-3 heteroatoms, in addition to the nitrogen atom to which R ^d is attached, independently selected from nitrogen, oxygen, and sulfur; R ^e , R ^f , and R ⁸ are each independently selected from hydrogen, oxo, R ^A , halogen, -CN, -NO ₂ , -OR, - SR, -NR ₂ , -SiR ₃ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)NR ₂ , -C(O)NROR, -OC(O)R, -OC(O)NR ₂ , -OP(O)R ₂ , -OP(O)(OR) ₂ , -OP(O)(OR)NR ₂ , -OP(O)(NR ₂ ) ₂ , -NRC(O)OR, -NRC(O)R, -NRC(O)N(R) ₂ , -NRS(O) ₂ R, -NP(O)R ₂ , -NRP(O)(OR) ₂ , -NRP(O)(OR)NR ₂ , - NRP(O)(NR ₂ ) ₂ , -P(O)R ₂ , -P(O)(OR) ₂ , -P(O)(OR)NR ₂ , and -P(O)(NR ₂ ) ₂ ; each R ^A is independently an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 3-7 membered saturated or partially unsaturated carbocyclic or heterocyclic ring having 1 -2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur; each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 3-7 membered saturated or partially unsaturated carbocyclic or heterocyclic ring having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: two R groups on the same atom are optionally taken together with their intervening atoms to form an optionally substituted 3-7 membered saturated or partially unsaturated ring having 0-3 heteroatoms, in addition to the atom to which they are attached, independently selected from nitrogen, oxygen, and sulfur; s is 0 or 1; and each of e, f, and g are independently 0, 1, 2, 3, or 4; wherein DBM is further optionally substituted with wherein is a warhead group.

[0566] In certain embodiments, the present invention provides a compound of formula I, wherein DBM is a DCAF1 binding moiety of formula I-bbbbb:

I-bbbbb or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined and described herein, and wherein:

Ring H is a 3-11 membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic, or spirocyclic carbocyclyl or heterocyclyl with 1 -3 heteroatoms independently selected from nitrogen, oxygen, and sulfur:

Ring I is phenylenyl, a 3-11 membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic, or spirocyclic carbocyclylenyl or heterocyclylenyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or a 5-9 membered monocyclic or bicyclic heteroarylenyl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur;

Ring J is a 3-11 membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic, or spirocyclic carbocyclylenyl or heterocyclylenyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur;

Ring K is phenyl, naphthyl, a 9- 10 membered saturated or partially unsaturated bicyclic heterocyclylenyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or a 5-13 membered monocyclic, bicyclic, or tricyclic heteroarylenyl with 1 -5 heteroatoms independently selected from nitrogen, oxygen and sulfur;

R ^h , R ¹ , R ^J , and R ^k are each independently selected from hydrogen, oxo, R ^A , halogen, -CN, -NO ₂ , -OR, - SR, -NR ₂ , -SiR ₃ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)NR ₂ , -C(O)NROR, -OC(O)R, -OC(O)NR ₂ , -OP(O)R ₂ , -OP(O)(OR) ₂ , -OP(O)(OR)NR ₂ , -OP(O)(NR ₂ ) ₂ , -NRC(O)OR, -NRC(O)R, -NRC(O)N(R) ₂ , -NRS(O) ₂ R, -NP(O)R ₂ , -NRP(O)(OR) ₂ , -NRP(O)(OR)NR ₂ , - NRP(O)(NR ₂ ) ₂ , -P(O)R ₂ , -P(O)(OR) ₂ , -P(O)(OR)NR ₂ , and -P(O)(NR ₂ ) ₂ , or: an R ¹ group on Ring I and an R ^J group or Ring J are optionally taken together with their intervening atoms to form a 5-8 membered saturated or partially unsaturated ring having 0-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur; each R ^A is independently an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 3-7 membered saturated or partially unsaturated carbocyclic or heterocyclic ring having 1 -2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur; each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated carbocyclic or heterocyclic ring having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: two R groups on the same atom are optionally taken together with their intervening atoms to form an optionally substituted 3-7 membered saturated or partially unsaturated ring having 0-3 heteroatoms, in addition to the atom to which they are attached, independently selected from nitrogen, oxygen, and sulfur; each of X ¹ and X ² is independently a covalent bond, spiro-fusion between the two rings that X ¹ or X ² connect, -CR ₂ -, -CR(OR)-, -CRF-, -CF ₂ -, -NR-, -O-, -S-, or -S(O) ₂ -; s is 0 or 1; and each of w, x, y, and z are independently 0, 1, 2, 3, or 4; wherein DBM is further optionally substituted with wherein is a warhead group.

[0567] As described above and defined herein, Ring E is phenyl, a 4-7 membered partially unsaturated carbocyclyl or heterocyclyl with 1 -3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or a 5-9 membered monocyclic or bicyclic heteroarylenyl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur.

[0568] In some embodiments, Ring E is phenyl. In some embodiments, Ring E is a 4-7 membered partially unsaturated carbocyclyl. In some embodiments, Ring E is a 4-7 membered partially unsaturated heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, Ring E is a 5-9 membered monocyclic or bicyclic heteroarylenyl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur.

[0569] In some embodiments, Ring E is cyclobutyl, azetinyl, cyclohexyl, cyclohexenyl, tetrahydro - 2H-pyranyl, pyrrolidinyl, 4,5-dihydro-lH-pyrazolyl, piperidinyl, phenyl, isoxazolyl, isothiazolyl, pyrazolyl, pyridyl, pyridazinyl, pyrimidinyl, indolyl, benzoimidazolyl, pyrazolo[l,5-a]pyridyl, or [l,2,4]triazolo[l,5-a]pyridyl.

[0570] In some embodiments, Ring E is as depicted in the compounds of Table 3, below.

[0571] As described above and defined herein, Ring F is phenylenyl, a 4-10 membered partially unsaturated carbocyclylenyl or heterocyclylenyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or a 5-9 membered monocyclic or bicyclic heteroarylenyl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur.

[0572] In some embodiments, Ring F is phenylenyl. In some embodiments, Ring F is a 4-10 membered partially unsaturated carbocyclylenyl. In some embodiments, Ring F is a 4-10 membered partially unsaturated heterocyclylenyl with 1 -3 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, Ring F is a 5-9 membered monocyclic or bicyclic heteroarylenyl with 1 -4 heteroatoms independently selected from nitrogen, oxygen and sulfur.

[0573] In some embodiments, Ring F is cyclobutylenyl, azetinylenyl, cyclopentylenyl cyclohexyl, phenylenyl, pyrrolylenyl, imidazolylenyl, pyrazolylenyl, 1,2,3-triazolylenyl, 1,2,4-triazolylenyl, pyridylenyl, indazolyl, 1 ,2,3,6-tetrahydropyridinyl, 4,5,6,7-tetrahydro- lH-pyrazolo[4,3-b]pyridyl, benzoimidazolyl, 3,4-dihydroquinolinyl, or 4,5,6,7-tetrahydro-lH-pyrazolo[4,3-c]pyridyl.

[0574] In some embodiments, Ring F is as depicted in the compounds of Table 3, below.

[0575] As described above and defined herein, Ring G is phenyl, a 5-7 membered saturated or partially unsaturated carbocyclyl or heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or a 5-6 membered heteroaryl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur.

[0576] In some embodiments, Ring G is phenyl. In some embodiments, Ring G is a 5-7 membered saturated or partially unsaturated carbocyclyl. In some embodiments, Ring G is a 5-7 membered saturated or partially unsaturated heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, Ring G is a 5-6 membered heteroaryl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur.

[0577] In some embodiments, Ring G is cyclohexyl, cyclohexenyl, isothiazolyl, phenyl, or pyridyl. [0578] In some embodiments, Ring G is as depicted in the compounds of Table 3, below.

[0579] As described above and defined herein, Ring H is a 3-11 membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic, or spirocyclic carbocyclyl or heterocyclyl with 1 -3 heteroatoms independently selected from nitrogen, oxygen, and sulfur.

[0580] In some embodiments, Ring H is a 3-11 membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic, or spirocyclic carbocyclyl. In some embodiments, Ring H is a 3-11 membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic, or spirocyclic heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur.

[0581] In some embodiments, Ring H is cyclopropyl, cyclobutyl, azetinyl, pyrrolidinyl, cyclohexyl, piperidinyl, piperazinyl, 3,6-dihydro-2H-pyranyl, tetrahydro-2H-pyranyl, morpholinyl, piperzinyl, 2,7- diazaspiro[3.5]nonanyl, 3,4-dihydro-2H-pyrido[3,2-b] [1 ,4]oxazinyl, 2-oxa-5-azabicyclo[2.2.1 ]heptanyl, 6- oxa-3-azabicyclo[3.1.1]heptanyl, or 2-oxa-5-azabicyclo[2.2.2]octanyl.

[0582] In some embodiments, Ring H is as depicted in the compounds of Table 3, below.

[0583] As described above and defined herein, Ring I is phenyl enyl, a 3-11 membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic, or spirocyclic carbocyclylenyl or heterocyclylenyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or a 5-9 membered monocyclic or bicyclic heteroarylenyl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur.

[0584] In some embodiments, Ring I is phenylenyl. In some embodiments, Ring I is a 3-11 membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic, or spirocyclic carbocyclylenyl. In some embodiments, Ring I is a 3-11 membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic, or spirocyclic heterocyclylenyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, Ring I is a 5-9 membered monocyclic or bicyclic heteroarylenyl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur.

[0585] In some embodiments, Ring I is phenylenyl, imidazolylenyl, pyrazolylenyl, oxazolylenyl, thiazolylenyl, 1,2-thiazinanylenyl, pyridylenyl, pyridazinylenyl, pyrimidinylenyl, 2,6- diazaspiro[3.5]nonanylenyl, 2,3-dihydro- lH-pyrrolo[2,3-b]pyridylenyl, 2,3-dihydro- lH-pyrrolo[3, 2- c]pyridylenyl, lH-pyrrolo[2,3-b]pyridylenyl, 3H-imidazo[4,5-b]pyridylenyl, 9H-purinylenyl, 1, 2,3,4- tetrahydro-l,8-naphthyridinylenyl, or l,2,3,4-tetrahydro-l,6-naphthyridinylenyl.

[0586] In some embodiments, Ring I is as depicted in the compounds of Table 3, below.

[0587] As described above and defined herein, Ring I is a 3-11 membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic, or spirocyclic carbocyclylenyl or heterocyclylenyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur. [0588] In some embodiments, Ring J is a 3-11 membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic, or spirocyclic carbocyclyl. In some embodiments, Ring J is a 3-11 membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic, or spirocyclic heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur.

[0589] In some embodiments, Ring J is cyclohexylenyl, azetidinylenyl, pyrrolidinylenyl, imidazolylenyl, piperidinylenyl, piperzinylenyl, azepanylenyl, 8-azabicyclo[3.2.1]octanylenyl, 2- azabicyclo[3.2.1]octanylenyl, 2-azabicyclo[3.2.2]nonanylenyl, octahydro-lH-pyrrolo[3,2-b]pyridylenyl, decahydro- 1,5-naphthyridinylenyl, 9-azabicyclo[3.3.1]nonanylenyl, 5-azaspiro[3.5]nonanylenyl, 2-oxa-5- azaspiro[3.5]nonanylenyl, or 2,6-diazaspiro[3.5]nonanylenyl.

[0590] In some embodiments, Ring J is as depicted in the compounds of Table 3, below.

[0591] As described above and defined herein, Ring K is phenyl, naphthyl, a 9- 10 membered saturated or partially unsaturated bicyclic heterocyclylenyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or a 5-13 membered monocyclic, bicyclic, or tricyclic heteroaryl enyl with 1- 5 heteroatoms independently selected from nitrogen, oxygen and sulfur.

[0592] In some embodiments, Ring K. is phenyl. In some embodiments, Ring K is naphthyl. In some embodiments, Ring K is a 9- 10 membered saturated or partially unsaturated bicyclic heterocyclylenyl with 1 -3 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, Ring K. is a 5-13 membered monocyclic, bicyclic, or tricyclic heteroarylenyl with 1-5 heteroatoms independently selected from nitrogen, oxygen and sulfur.

[0593] In some embodiments, Ring K is 1,2,3-triazolyl, thiazolyl, pyrazolyl, phenyl, pyridyl, pyridazinyl, pyrimidinyl, indazolyl, benzo[d]isoxazolyl, benzo[d]isothiazolyl, pyrazolo[l,5-a]pyrimidinyl, 2,3-dihydro- lH-pyrrolo[2,3-c]pyridinyl, 6,7-dihydro-5H-cyclopenta[b]pyridinyl, 2,3 -dihydro- 1H- pyrrolo[3,2-c]pyridinyl, naphthyl, quinolinyl, isoquinolinyl, 1,6-naphthyridinyl, phthalazinyl, quinazolinyl, 2,7-naphthyridinyl, or tetrazolo[l,5-a]quinoxalinyl.

[0594] In some embodiments, Ring K is as depicted in the compounds of Table 3, below.

[0595] As described above and defined herein, R ^a is an optionally substituted C _1-6 aliphatic or

[0596] In some embodiments, R ^a is an optionally substituted C _1-6 aliphatic. In some embodiments, R ^a

[0597] In some embodiments, Ring R ^a is methyl.

[0598] In some embodiments, Ring R ^a is as depicted in the compounds of Table 3, below. [0599] As described above and defined herein, R ^b is hydrogen, an optionally substituted C _1-6 aliphatic, phenyl, or a 5-6 membered heteroaryl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur, or R ^a and R ^b are optionally taken together with their intervening atoms to form an optionally substituted 9-10 membered saturated or partially unsaturated bicyclic ring having 0-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or when Y is -C(NR)-, R ^b is optionally taken together with R of -C(NR)- with their intervening atoms to form a 5-7 membered partially unsaturated heterocyclyl with 0-1 heteroatoms, in addition to the 2 nitrogen atoms within the heterocyclyl, independently selected from nitrogen, oxygen, and sulfur.

[0600] In some embodiments, R ^b is hydrogen. In some embodiments, R ^b is hydrogen is an optionally substituted C _1-6 aliphatic. In some embodiments, R ^b is hydrogen is phenyl. In some embodiments, R ^b is hydrogen is a 5-6 membered heteroaryl with 1 -4 heteroatoms independently selected from nitrogen, oxygen and sulfur. In some embodiments, R ^a and R ^b are optionally taken together with their intervening atoms to form an optionally substituted 9-10 membered saturated or partially unsaturated bicyclic ring having 0-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, when Y is - C(NR)-, R ^b is optionally taken together with R of -C(NR)- with their intervening atoms to form a 5-7 membered partially unsaturated heterocyclyl with 0-1 heteroatoms, in addition to the 2 nitrogen atoms within the heterocyclyl, independently selected from nitrogen, oxygen, and sulfur.

[0601] In some embodiment, R ^b is methyl, cyclopropyl, phenyl, -CO2H, -Clbcyclopropyl. -CH ₂ OH, - CH ₂ OMe, or -CH ₂ CO ₂ H.

[0602] In some embodiments, Ring R ^b is as depicted in the compounds of Table 3, below.

[0603] As described above and defined herein, R ^c is -CR ₂ CONR ₂ , a 5-7 membered saturated or partially unsaturated carbocyclyl or heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or a 5-6 membered heteroaryl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur.

[0604] In some embodiments, R ^c is -CR ₂ CONR ₂ . In some embodiments, R ^c is a 5-7 membered saturated or partially unsaturated carbocyclyl. In some embodiments, R ^c is a 5-7 membered saturated or partially unsaturated heterocyclyl with 1 -3 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, R ^c is a 5-6 membered heteroaryl with 1 -4 heteroatoms independently selected from nitrogen, oxygen and sulfur.

[0605] In some embodiments, R ^c is -CH ₂ CONH ₂ , -CH(Me)CONH ₂ , -CH ₂ CONHMe, -CH ₂ CONHEt, - CH ₂ CONHCH ₂ Ph, -CthCONHcyclopropyl, pyrrolidin-2-onyl, piperidin-2-only, or isoxazolyl.

[0606] In some embodiments, Ring R ^c is as depicted in the compounds of Table 3, below.

[0607] As described above and defined herein, R ^d is hydrogen, or when R ^c is -CR ₂ CONR ₂ , R ^d is optionally taken together with a single R of -CR ₂ CONR ₂ with their intervening atoms to form a 5-7 membered saturated or partially unsaturated heterocyclyl with 0-3 heteroatoms, in addition to the nitrogen atom to which R ^d is attached, independently selected from nitrogen, oxygen, and sulfur.

[0608] In some embodiments, R ^d is hydrogen.

[0609] In some embodiments, Ring R ^d is as depicted in the compounds of Table 3, below.

[0610] As described above and defined herein, R ^e , R ^r , R ⁸ , R ^h , R ¹ , R ^J , and R ^k are each independently selected from hydrogen, oxo, R ^A , halogen, -CN, -NO ₂ , -OR, -SR, -NR ₂ ,

SiR ₃ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)NR ₂ , -C(O)NROR, -OC(O)R, -OC(O)NR ₂ , - OP(O)R ₂ , -OP(O)(OR) ₂ , -OP(O)(OR)NR ₂ , -OP(O)(NR ₂ ) ₂ , -NRC(O)OR, -NRC(O)R, -NRC(O)N(R) ₂ , - NRS(O) ₂ R, -NP(O)R ₂ , -NRP(O)(OR) ₂ , -NRP(O)(OR)NR ₂ , -NRP(O)(NR ₂ ) ₂ , -P(O)R ₂ , -P(O)(OR) ₂ , - P(O)(OR)NR ₂ , and -P(O)(NR ₂ ) ₂ , or an R ¹ group on Ring I and an R ^J group or Ring J are optionally taken together with their intervening atoms to form a 5-8 membered saturated or partially unsaturated ring having 0-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur.

[0611] In some embodiments, one or more of R ^e , R ^r , R ⁸ , R ^h , R ¹ , R ^J , and R ^k is hydrogen. In some embodiments, one or more of R ^e , R ^r , R ⁸ , R ^h , R ¹ , R ^J , and R ^k is oxo. In some embodiments, one or more of R ^e , R ^r , R ⁸ , R ^h , R ¹ , R ^J , and R ^k is R ^A . In some embodiments, one or more of R ^e , R ^r , R ^s , R ^h , R ¹ , R ^J , and R ^k is halogen. In some embodiments, one or more of R ^e , R ^r , R ⁸ , R ^h , R ¹ , R ^J , and R ^k is -CN. In some embodiments, one or more of R ^e , R ^r , R ⁸ , R ^h , R ¹ , R, and R ^k is -NO ₂ . In some embodiments, one or more of R ^e , R ^r , R ⁸ , R ^h ,

R ^I , R ^J , and R ^k is -OR. In some embodiments, one or more of R ^e , R ^r , R ⁸ , R ^h , R ¹ , R ^J , and R ^k is -SR. In some embodiments, one or more of R ^e , R ^r , R ⁸ , R ^h , R ¹ , R ^J , and R ^k is -NR ₂ . In some embodiments, one or more of R ^e , R ^r , R ⁸ , R ^h , R ¹ , R, and R ^k is -SiR ₃ . In some embodiments, one or more of R ^e , R ^r , R ⁸ , R ^h , R ¹ , R ^J , and R ^k is -S(O) ₂ R. In some embodiments, one or more of R ^e , R ^r , R ⁸ , R ^h , R ¹ , R ^J , and R ^k is -S(O) ₂ NR ₂ . In some embodiments, one or more of R ^e , R ^r , R ⁸ , R ^h , R ¹ , R ^J , and R ^k is -S(O)R. In some embodiments, one or more of R ^e , R ^r , R ⁸ , R ^h , R ¹ , R ^J , and R ^k is -C(O)R. In some embodiments, one or more of R ^e , R ^r , R ⁸ , R ^h , R ¹ , R ^J , and R ^k is -C(O)OR. In some embodiments, one or more of R ^e , R ^r , R ⁸ , R ^h , R ¹ , R, and R ^k is -C(O)NR ₂ . In some embodiments, one or more of R ^e , R ^r , R ⁸ , R ^h , R ¹ , R ^J , and R ^k is -C(O)NROR. In some embodiments, one or more of R ^e , R ^r , R ⁸ , R ^h , R ¹ , R ^J , and R ^k is -OC(O)R. In some embodiments, one or more of R ^e , R ^r , R ⁸ , R ^h , R ¹ ,

R ^J , and R ^k is -OC(O)NR ₂ . In some embodiments, one or more of R ^e , R ^r , R ⁸ , R ^h , R ¹ , R, and R ^k is -OP(O)R ₂ . In some embodiments, one or more of R ^e , R ^r , R ^g , R ^h , R ¹ , R ^J , and R ^k is -OP(O)(OR) ₂ . In some embodiments, one or more of R ^e , R ^r , R ⁸ , R ^h , R ¹ , R ^J , and R ^k is -OP(O)(OR)NR ₂ . In some embodiments, one or more of R ^e , R ^r , R ^g , R ^h , R ¹ , R, and R ^k is -OP(O)(NR ₂ ) ₂ . In some embodiments, one or more of R ^e , R ^r , R ^g , R ^h , R ¹ , R, and R ^k is -NRC(O)OR. In some embodiments, one or more of R ^e , R ^r , R ^g , R ^h , R ¹ , R ^J , and R ^k is -NRC(O)R. In some embodiments, one or more of R ^e , R ^r , R ^g , R ^h , R ¹ , R, and R ^k is -NRC(O)N(R) ₂ . In some embodiments, one or more of R ^e , R ^r , R ⁸ , R ^h , R ¹ , R ^J , and R ^k is -NRS(O) ₂ R. In some embodiments, one or more of R ^e , R ^r , R ⁸ , R ^h , R ¹ , R ^J , and R ^k is -NP(O)R ₂ . In some embodiments, one or more of R ^e , R ^r , R ⁸ , R ^h , R ¹ , R ^J , and R ^k is - NRP(O)(OR) ₂ . In some embodiments, one or more of R ^e , R ^r , R ^g , R ^h , R ¹ , R ^J , and R ^k is -NRP(O)(OR)NR ₂ . In some embodiments, one or more of R ^e , R ^r , R ^g , R ^h , R ¹ , R ^J , and R ^k is -NRP(O)(NR ₂ ) ₂ . In some embodiments, one or more of R ^e , R ^r , R ^g , R ^k , R ¹ , R ^J , and R ^k is -P(O)R ₂ . In some embodiments, one or more of R ^e , R ^r , R ⁸ , R ^h , R ¹ , R ^J , and R ^k is -P(O)(OR) ₂ . In some embodiments, one or more of R ^e , R ^r , R ^g , R ^h , R ¹ , R ^J , and R ^k is -P(O)(OR)NR ₂ . In some embodiments, one or more of R ^e , R ^r , R ⁸ , R ^h , R ¹ , R ^J , and R ^k is -P(O)(NR ₂ ) ₂ . In some embodiments, an R ¹ group on Ring I and an R ^J group or Ring J are taken together with their intervening atoms to form a 5-8 membered saturated or partially unsaturated ring having 0-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur.

[0612] In some embodiments, R ^e is hydrogen, oxo, fluoro, chloro, -CN, methyl, -CO2H, -CO ₂ Me, - CONH ₂ , -C(O)CHCH ₂ , -OH, -OMe, -CH ₂ CHF2, -CH ₂ OMe, -CH ₂ CO2H, -CH ₂ SO ₂ Me, -CH ₂ CH ₂ O2H, - CH ₂ CH ₂ SO ₂ Me, -CH ₂ CH ₂ OMe, -NHC(O)CHCH ₂ , tetrazolyl, or N-methyltetrazolyl.

[0613] In some embodiments, R ^f is hydrogen, oxo, methyl, isopropyl, -CH ₂ cyclopropyl, - CH ₂ cyclopentyl, -CH ₂ cyclohexyl, -CH ₂ morpholinyl, -CH ₂ Ph, -CH ₂ thiazolyl, -CH ₂ pyrimidinyl, - CH ₂ CH ₂ OMe, -CH ₂ CH ₂ Ph, -C(O)Me, -C(O)CHCH ₂ , -C(O)Ph, -C(O)pyrimidinyl, -NH ₂ , -NHC(O)CHCH ₂ , -CH ₂ NHC(O)CHCH ₂ , -CCNHC(O)CHCH ₂ , -NHcyclohexyl, -NHphenyl, or -NHpyrimidinyl,

[0614] In some embodiments, R ^h is hydrogen, oxo, fluoro, methyl, ethyl, n-propyl, b-butyl, - CH ₂ CH ₂ OMe, -C(O)CHCH ₂ , -NHC(O)CHCH ₂ , -N(Me)C(O)CHCH ₂ , -CH ₂ NHC(O)CHCH ₂ , or

[0615] In some embodiments, R ⁸ is hydrogen, oxo, fluoro, chloro, -CN, methyl, -CONH ₂ , -OH, or - OMe.

[0616] In some embodiments, R ¹ is hydrogen, oxo, fluoro, chloro, methyl, -CF ₃ , -CH ₂ OH, -CN, -OH, -OMe, -NH ₂ , or -N(Me)CH ₂ CH ₂ CH ₂ N(Me)C(O)CHCH ₂ .

[0617] In some embodiments, R is hydrogen, oxo, fluoro, methyl, -CH ₂ F, -CH ₂ OH, -CO ₂ H, - C(O)NH ₂ , -OH, -OMe, or -S(O) ₂ NH ₂ .

[0618] In some embodiments, R ¹ and R ^J , are taken together by -CH ₂ CH ₂ - or -CH ₂ CH ₂ CH ₂ -.

[0619] In some embodiments, R ^k is hydrogen, oxo, fluoro, chloro, -CN, methyl, isobutyl, -CF ₃ , -

CH ₂ CF ₃ , -CH ₂ OH, -CH ₂ CO ₂ Me, -CH(OH)Me, -CH(NH ₂ )cyclopropyl, -CH ₂ Ph, -OH, -OMe, -OCF ₃ , -OiPr, OPh, -NHC(O)Me, -NHC(O)CHCH ₂ , -S(O) ₂ NH ₂ , 1,2,3-triazolyl, piperdinyl, N-methylpiperdinyl, phenyl, or pyridyl. [0620] In some embodiments, R ^e , R ^r , R ⁸ , R ^h , R ¹ , R ^J , and R ^k are as depicted in the compounds of Table 3, below.

[0621] As described above and defined herein, each R ^A is independently an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 3-7 membered saturated or partially unsaturated carbocyclic or heterocyclic ring having 1 -2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur.

[0622] In some embodiments, R ^A is an optionally substituted C _1-6 aliphatic. In some embodiments, R ^A is an optionally substituted phenyl. In some embodiments, R ^A is an optionally substituted 3-7 membered saturated or partially unsaturated carbocyclic. In some embodiments, R ^A is an optionally substituted saturated or partially unsaturated heterocyclic ring having 1 -2 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, R ^A is an optionally substituted 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur.

[0623] In some embodiments, R ^A is C _1-6 alkyl (e.g., methyl, ethyl, isopropyl). In some embodiments, R ^A is C _1-6 haloalkyl (e.g., -CF ₃ , -CHF2).

[0624] In some embodiment, R ^A is as depicted in the compounds of Table 3, below.

[0625] As described above and defined herein, each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated carbocyclic or heterocyclic ring having 1 -2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or two R groups on the same atom are optionally taken together with their intervening atoms to form an optionally substituted 3-7 membered saturated or partially unsaturated ring having 0-3 heteroatoms, in addition to the atom to which they are attached, independently selected from nitrogen, oxygen, and sulfur.

[0626] In some embodiments, R is hydrogen. In some embodiments, R is an optionally substituted C _1- 6 aliphatic. In some embodiments, R is an optionally substituted phenyl. In some embodiments, R is an optionally substituted 4-7 membered saturated or partially unsaturated carbocyclic. In some embodiments, R is an optionally substituted 4-7 membered saturated or partially unsaturated heterocyclic ring having 1 -2 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, R is an optionally substituted 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, two R groups on the same atom are optionally taken together with their intervening atoms to form optionally substituted 3-7 membered saturated or partially unsaturated ring having 0-3 heteroatoms, in addition to the atom to which they are attached, independently selected from nitrogen, oxygen, and sulfur.

[0627] In some embodiment, R is as depicted in the compounds of Table 3, below.

[0628] As described above and defined herein, each of X ¹ and X ² is independently a is a covalent bond, spiro-fusion between the two rings that X ¹ or X ² connect, -CR ₂ -, -CR(OR)-, -CRF-, -CF2-, -NR-, -O-, -S-, or -S(O) ₂ -.

[0629] In some embodiments, X ¹ and/or X ² is a covalent bond. In some embodiments, X ¹ and/or X ² is -CR ₂ -. In some embodiments, X ¹ and/or X ² is -CR(OR)-. In some embodiments, X ¹ and/or X ² is - CRF-. In some embodiments, X ¹ and/or X ² is -CF2-. In some embodiments, X ¹ and/or X ² is -NR-. In some embodiments, X ¹ and/or X ² is -O-. In some embodiments, X ¹ and/or X ² is -S-. In some embodiments, X ¹ and/or X ² is -S(O) ₂ -. In some embodiments, X ¹ and/or X ² represents spiro-fusion between the two rings that X ¹ or X ² connect.

[0630] In some embodiments, X ¹ is a covalent bond, -NH-, or -NMe-.

[0631] In some embodiments, X ² is a covalent bond, -CH ₂ -, -CMe(OMe)-, -CMe(F)-, -CMe(CF ₃ )-, cyclopropylenyl, difluorocyclopropylenyl, -NH-, -NMe-, -N(COMe)-, -N(CF ₃ )-, -NEt-, -N(nPr)-, -N(nBu)- , -N(Ph)-, -N(3-pyridyl)-, -N(4-pyridyl)-, -N(SO ₂ Me)-, -N(CH ₂ CHF2)-, -N(CH ₂ cyclopropyl)-, -N(CH ₂ Ph)- , -N(CH ₂ CONH ₂ )-, -N(CH ₂ SO ₂ Me)-, -N(CH ₂ CH ₂ CHF2)-, -N(CH ₂ CH ₂ Ph)-, -N(CH ₂ CH ₂ CO2H)-, - N(CH ₂ CH ₂ CONH ₂ )-, -N(CH ₂ CH ₂ CN)-, -N(CH ₂ CH ₂ OMe)-, -N(CH ₂ CH ₂ SO ₂ Me)-, -O-, -S-, or -S(O) ₂ -.

[0632] In some embodiments, X ² represents spiro-fusion between the two rings that X ² connects, e.g.,

[0633] In some embodiment, X ¹ and X ² are as depicted in the compounds of Table 3, below.

[0634] As described above and defined herein, Y ¹ is a C 1-3 hydrocarbon chain wherein each methylene is optionally substituted with -CR ₂ -, -CR(OR)-, -C(O)-, -C(NR)-, -C(NOR)-, -S(O)-, or -S(O) ₂ -.

[0635] In some embodiments, Y ¹ is a C1-3 hydrocarbon chain wherein each methylene is optionally substituted with -CR ₂ -, -CR(OR)-, -C(O)-, -C(NR)-, -C(NOR)-, -S(O)-, or -S(O) ₂ -.

[0636] In some embodiments, Y ¹ is a C1-3 hydrocarbon chain. In some embodiments, Y ¹ is -CR ₂ -. In some embodiments, Y ¹ is -CR(OR)-. In some embodiments, Y ¹ is -C(O)-. In some embodiments, Y ¹ is - C(NR)-. In some embodiments, Y ¹ is -C(NOR)-. In some embodiments, Y ¹ is -S(O)-. In some embodiments, Y ¹ is -S(O) ₂ -.

[0637] In some embodiments, Y ¹ is -CH ₂ -, -CtbCCO)-, -NHCH ₂ C(O)-, -CFFCFhCXO)-, - CH ₂ CH(OH)C(O)-, -C(O)-, -C(NH)-, -C(NOH)-, -S(O)-, or -S(O) ₂ -.

[0638] In some embodiment, Y ¹ is as depicted in the compounds of Table 3, below.

[0639] As described above and defined herein, s is 0 or 1. [0640] In some embodiments, s is 0. In some embodiments, s is 1.

[0641] In some embodiment, s is as depicted in the compounds of Table 3, below.

[0642] As described above and defined herein, each of e, f, g, h, i, j, and k are independently 0, 1, 2, 3, or 4.

[0643] In some embodiments, e is 0. In some embodiments, e is 1. In some embodiments, e is 2. In some embodiments, e is 3. In some embodiments, e is 4.

[0644] In some embodiments, f is 0. In some embodiments, f is 1. In some embodiments, f is 2. In some embodiments, f is 3. In some embodiments, f is 4.

[0645] In some embodiments, g is 0. In some embodiments, g is 1. In some embodiments, g is 2. In some embodiments, g is 3. In some embodiments, g is 4.

[0646] In some embodiments, h is 0. In some embodiments, h is 1. In some embodiments, h is 2. In some embodiments, h is 3. In some embodiments, h is 4.

[0647] In some embodiments, i is 0. In some embodiments, i is 1. In some embodiments, i is 2. In some embodiments, i is 3. In some embodiments, i is 4.

[0648] In some embodiments, j is 0. In some embodiments, j is 1. In some embodiments, j is 2. In some embodiments, j is 3. In some embodiments, j is 4.

[0649] In some embodiments, k is 0. In some embodiments, k is 1. In some embodiments, k is 2. In some embodiments, k is 3. In some embodiments, k is 4.

[0650] In some embodiment, e, f, g, h, i, j, and k are as depicted in the compounds of Table 3, below.

[0651] In some embodiments, some embodiments, DBM , some

n some em o mens, s

[0653] In certain embodiments, the present invention provides a compound of formula I-aaaaa represented by any one of the following formulae: I-aaaaa-9

I-aaaaa-14

I-aaaaa-16 or a pharmaceutically acceptable salt thereof.

[0654] In certain embodiments, the present invention provides a compound of formula I-bbbbb represented by any one of the following formulae:

I-bbbbb-4

I-bbbbb-9 I-bbbbb-12 I-bbbbb-18

I-bbbbb-23 or a pharmaceutically acceptable salt thereof. [0655] As defined above and described herein, DBM is further optionally substituted with

, wherein is a warhead group, attached to a modifiable carbon, oxygen, nitrogen or sulfur atom in formula I-aaaaa or I-bbbbb or substitution or replacement of any defined group in formula I-aaaaa or I-bbbbb (e.g., substitution or replacement of R ^e , R ^r , R ^E , R ^h , R ¹ , R ^J , or R ^k ).

[0656] In some embodiments, the warhead group is -L ² -Y, wherein:

L ² is a covalent bond or a bivalent C _1- s saturated or unsaturated, straight or branched, hydrocarbon chain, wherein one, two, or three methylene units of L ² are optionally and independently replaced by cyclopropylene, —NR—, — N(R)C(O)— , — C(O)N(R)— , — N(R)SO ₂ — , — SO ₂ N(R)— , — 0— , — C(O)— , — OC(O)— , — C(O)O— , — S— , —SO—, — SO ₂ — , — C(=S)— , — C(=NR)— , — N=N— , or — C(=N ₂ )— ;

Y is hydrogen, C _1-6 aliphatic optionally substituted with oxo, halogen, NO ₂ , or CN, or a 3-10 membered monocyclic or bicyclic, saturated, partially unsaturated, or aryl ring having 0-3 heteroatoms independently selected from nitrogen, oxygen, or sulfur, and wherein said ring is substituted with 1-4 R ^e groups; and each R ^e is independently selected from -Q-Z, oxo, NO ₂ , halogen, CN, a suitable leaving group, or a C _1- 6 aliphatic optionally substituted with oxo, halogen, NO ₂ , or CN, wherein:

Q is a covalent bond or a bivalent C _1-6 saturated or unsaturated, straight or branched, hydrocarbon chain, wherein one or two methylene units of Q are optionally and independently replaced by — N(R) — , — S— , — 0— , — C(O)— , — OC(O)— , — C(O)O— , —SO—, or — SO ₂ — , — N(R)C(O)— , — C(O)N(R)— , — N(R)SO ₂ — , or — SO ₂ N(R)— ; and

Z is hydrogen or C _1-6 aliphatic optionally substituted with oxo, halogen, NO ₂ , or CN.

[0657] In certain embodiments, L ² is a covalent bond.

[0658] In certain embodiments, L ² is a bivalent C _1- s saturated or unsaturated, straight or branched, hydrocarbon chain. In certain embodiments, L ² is — CH ₂ — .

[0659] In certain embodiments, L ² is a covalent bond, — CH ₂ — , — NH — , — CH ₂ NH — , — N HCI l ₂ — , — NHC(O)— , — NHC(O)CH ₂ OC(O)—, — CH ₂ NHC(O)— , — NHSO ₂ — — NHSO ₂ CH ₂ — — NHC(O)CH ₂ OC(O)—, or — SO ₂ NH— .

[0660] In some embodiments, L ² is a bivalent C ₂ -x straight or branched, hydrocarbon chain wherein L ² has at least one double bond and one or two additional methylene units of L ² are optionally and independently replaced by — NRC(O) — , — C(O)NR — , — N(R)SO ₂ — , — SO ₂ N(R) — , — S — , — S(O) — , — SO ₂ — , — OC(O) — , — C(O)O — , cyclopropylene, — O — , — N(R) — , or — C(O) — . [0661] In certain embodiments, L ² is a bivalent C ₂ -x straight or branched, hydrocarbon chain wherein L ² has at least one double bond and at least one methylene unit of L ² is replaced by — C(O) — , — NRC(O) — , — C(O)NR— , — N(R)SO ₂ — , — SO ₂ N(R)— , — S— , — S(O)— , — SO ₂ — , — OC(O)— , or — C(O)O— , and one or two additional methylene units of L ² are optionally and independently replaced by cyclopropylene, — 0 — , — N(R) — , or — C(O) — .

[0662] In some embodiments, L ² is a bivalent C ₂ .x straight or branched, hydrocarbon chain wherein L ² has at least one double bond and at least one methylene unit of L ² is replaced by — C(O) — , and one or two additional methylene units of L ² are optionally and independently replaced by cyclopropylene, — 0 — , — N(R)— , or — C(O)— .

[0663] As described above, in certain embodiments, L ² is a bivalent C ₂ .x straight or branched, hydrocarbon chain wherein L ² has at least one double bond. One of ordinary skill in the art will recognize that such a double bond may exist within the hydrocarbon chain backbone or may be “exo” to the backbone chain and thus forming an alkylidene group. By way of example, such an L ² group having an alkylidene branched chain includes — CH ₂ C(=CH ₂ )CH ₂ — . Thus, in some embodiments, L ² is a bivalent C ₂ -x straight or branched, hydrocarbon chain wherein L ² has at least one alkylidenyl double bond. Exemplary L ² groups include — NHC(O)C(=CH ₂ )CH ₂ — .

[0664] In certain embodiments, L ² is a bivalent C ₂ -s straight or branched, hydrocarbon chain wherein L ² has at least one double bond and at least one methylene unit of L ² is replaced by — C(O) — . In certain embodiments, L ² is — C(O)CH=CH(CH ₃ )— , — C(O)CH=CHCH ₂ NH(CH ₃ )— , — C(O)CH=CH(CH ₃ )— , — C(O)CH=CH— , — CH ₂ C(O)CH=CH— , — CH ₂ C(O)CH=CH(CH ₃ )— , — CH ₂ CH ₂ C(O)CH=CH— — CH ₂ CH ₂ C(O)CH=CHCH ₂ — , — CH ₂ CH ₂ C(O)CH=CHCH ₂ NH(CH ₃ )— , or —

CH ₂ CH ₂ C(O)CH=CH(CH ₃ )—, or — CH(CH ₃ )OC(O)CH=CH— .

[0665] In certain embodiments, L ² is a bivalent C ₂ .x straight or branched, hydrocarbon chain wherein L ² has at least one double bond and at least one methylene unit of L ² is replaced by — OC(O) — .

[0666] In some embodiments, L ² is a bivalent C ₂ .x straight or branched, hydrocarbon chain wherein L ² has at least one double bond and at least one methylene unit ofL ² is replaced by — NRC(O) — , — C(O)NR — , — N(R)SO ₂ — , — SO ₂ N(R)— , — S— , — S(O)— , — SO ₂ — , — OC(O)— , or — C(O)O— , and one or two additional methylene units of L ² are optionally and independently replaced by cyclopropylene, — O — , — N(R) — , or — C(O) — . In some embodiments, L ² is — CH ₂ OC(O)CH=CHCH ₂ — , — CH ₂ — OC(O)CH=CH— , or — CH(CH=CH ₂ )OC(O)CH=CH— .

[0667] In certain embodiments, L ² is — NRC(O)CH=CH— , — NRC(O)CH=CHCH ₂ N(CH ₃ )— , — NRC(O)CH=CHCH ₂ O— , — CH ₂ NRC(O)CH=CH— , — NRSO ₂ CH=CH— , — NRSO ₂ CH=CHCH ₂ — , — NRC(O)(C=N ₂ )C(O)— , — NRC(O)CH=CHCH ₂ N(CH ₃ )— , — NRSO ₂ CH=CH— , — NRSO ₂ CH=CHCH ₂ — , — NRC(O)CH=CHCH ₂ O— — NRC(O)C(=CH ₂ )CH ₂ — — CH ₂ NRC(O)— , — CH ₂ NRC(O)CH=CH — , — CH ₂ CH ₂ NRC(O) — , or — CH ₂ NRC(O)cyclopropylene-, wherein each R is independently hydrogen or optionally substituted C _1-6 aliphatic.

[0668] In certain embodiments, L ² is — NHC(O)CH=CH — , — NHC(O)CH=CHCH ₂ N(CH ₃ ) — , — NHC(O)CH=CHCH ₂ O— , — CH ₂ NHC(O)CH=CH— — NHSO ₂ CH=CH— , — NHSO ₂ CH=CHCH ₂ — , — NHC(O)(C=N ₂ )C(O)—, — NHC(O)CH=CHCH ₂ N(CH ₃ )— , — NHSO ₂ CH=CH— , —

NHSO ₂ CH=CHCH ₂ — — NHC(O)CH=CHCH ₂ O— , — NHC(O)C(=CH ₂ )CH ₂ — — CH ₂ NHC(O)—, — CH ₂ NHC(O)CH=CH— — CH ₂ CH ₂ NHC(O)— , or — CH ₂ NHC(O)cyclopropylene-.

[0669] In some embodiments, L ² is a bivalent C ₂ .x straight or branched, hydrocarbon chain wherein L ² has at least one triple bond. In certain embodiments, L ² is a bivalent C ₂ .x straight or branched, hydrocarbon chain wherein L ² has at least one triple bond and one or two additional methylene units of L ² are optionally and independently replaced by — NRC(O) — , — C(O)NR — , — S — , — S(O) — , — SO ₂ — , — C(=S) — , — C(=NR) — , — 0 — , — N(R) — , or — C(O) — . In some embodiments, L ² has at least one triple bond and at least one methylene unit of L ² is replaced by — N(R) — , — N(R)C(O) — , — C(O) — , — C(O)O — , or — OC(O)— , or — 0— .

[0670] Exemplary L ² groups include — C=C — , — C=CCEI ₂ N (isopropyl)-, — Nl 1C(O)C=CCI 1 ₂ CI 1 ₂ —

, — CH ₂ — C=C=CH ₂ — , — C=CCH ₂ O— , — CH ₂ C(O)C=C— — C(O)C=C— , or— CH ₂ OC(=O)C=C— .

[0671] In certain embodiments, L ² is a bivalent C ₂ -s straight or branched, hydrocarbon chain wherein one methylene unit of L ² is replaced by cyclopropylene and one or two additional methylene units of L ² are independently replaced by — C(O) — , — NRC(O) — , — C(O)NR — , — N(R)SO ₂ — , or — SO ₂ N(R) — . Exemplary L ² groups include — NHC(O)-cyclopropylene-SO ₂ — and — NHC(O)-cyclopropylene-.

[0672] As defined generally above, Y is hydrogen, Cu aliphatic optionally substituted with oxo, halogen, NO ₂ , or CN, or a 3-10 membered monocyclic or bicyclic, saturated, partially unsaturated, or aryl ring having 0-3 heteroatoms independently selected from nitrogen, oxygen, or sulfur, and wherein said ring is substituted with at 1-4 R ^e groups, each R ^e is independently selected from -Q-Z, oxo, NO ₂ , halogen, CN, a suitable leaving group, or Ci -6 aliphatic, wherein Q is a covalent bond or a bivalent C _1-6 saturated or unsaturated, straight or branched, hydrocarbon chain, wherein one or two methylene units of Q are optionally and independently replaced by — N(R) — , — S — , — O — , — C(O) — , — OC(O) — , — C(O)O — , — SO — , or — SO ₂ — , — N(R)C(O) — , — C(O)N(R) — , — N(R)SO ₂ — , or — SO ₂ N(R) — ; and, Z is hydrogen or C _1-6 aliphatic optionally substituted with oxo, halogen, NO ₂ , or CN.

[0673] In certain embodiments, Y is hydrogen.

[0674] In certain embodiments, Y is C _1-6 aliphatic optionally substituted with oxo, halogen, NO ₂ , or CN. In some embodiments, Y is C _2-6 alkenyl optionally substituted with oxo, halogen, NO ₂ , or CN. In other embodiments, Y is C2-ealkynyl optionally substituted with oxo, halogen, NO ₂ , or CN. In some embodiments, Y is C'2-fialkcnyl. In other embodiments, Y is C2-4 alkynyl.

[0675] In other embodiments, Y is C _1-6 alkyl substituted with oxo, halogen, NO ₂ , or CN. Such Y groups include — CH ₂ F, — CH ₂ C1, — CH ₂ CN, and — CH ₂ NO ₂ .

[0676] In certain embodiments, Y is a saturated 3-6 membered monocyclic ring having 0-3 heteroatoms independently selected from nitrogen, oxygen, or sulfur, wherein Y is substituted with 1 -4 R ^e groups, wherein each R ^e is as defined above and described herein.

[0677] In some embodiments, Y is a saturated 3-4 membered heterocyclic ring having 1 heteroatom selected from oxygen or nitrogen wherein said ring is substituted with 1 -2 R ^e groups, wherein each R ^e is as defined above and described herein. Exemplary such rings are epoxide and oxetane rings, wherein each ring is substituted with 1-2 R ^e groups, wherein each R ^e is as defined above and described herein.

[0678] In other embodiments, Y is a saturated 5-6 membered heterocyclic ring having 1 -2 heteroatom selected from oxygen or nitrogen wherein said ring is substituted with 1 -4 R ^e groups, wherein each R ^e is as defined above and described herein. Such rings include piperidine and pyrrolidine, wherein each ring is substituted with 1-4 R ^e groups, wherein each R ^e is as defined above and described herein. In certain embodiments, Y is wherein each R, Q, Z, and R ^e is as defined above and described herein.

[0679] In some embodiments, Y is a saturated 3-6 membered carbocyclic ring, wherein said ring is substituted with 1-4 R ^e groups, wherein each R ^e is as defined above and described herein. In certain embodiments, Y is cyclopropyl, cyclobutyl, cyclopentyl, or cyclohexyl, wherein each ring is substituted with 1-4 R ^e groups, wherein each R ^e is as defined above and described herein. In certain embodiments, Y is wherein R ^e is as defined above and described herein.

[0680] In certain embodiments, Y is cyclopropyl optionally substituted with halogen, CN or NO ₂ .

[0681] In certain embodiments, Y is a partially unsaturated 3-6 membered monocyclic ring having 0-

3 heteroatoms independently selected from nitrogen, oxygen, or sulfur, wherein said ring is substituted with 1 -4 R ^e groups, wherein each R ^e is as defined above and described herein.

[0682] In some embodiments, Y is a partially unsaturated 3-6 membered carbocyclic ring, wherein said ring is substituted with 1 -4 R ^e groups, wherein each R ^e is as defined above and described herein. In some embodiments, Y is cyclopropenyl, cyclobutenyl, cyclopentenyl, or cyclohexenyl wherein each ring is substituted with 1-4 R ^e groups, wherein each R ^e is as defined 0-3 above and described herein. In certain wherein each R ^e is as defined above and described herein.

[0683] In certain embodiments, Y is a partially unsaturated 4-6 membered heterocyclic ring having 1- 2 heteroatoms independently selected from nitrogen, oxygen, or sulfur, wherein said ring is substituted with 1-4 R ^e groups, wherein each R ^e is as defined above and described herein. In certain embodiments, Y is selected from:

[0685] wherein each R and R ^e is as defined above and described herein.

[0686] In certain embodiments, Y is a 6-membered aromatic ring having 0-2 nitrogens wherein said ring is substituted with 1-4 R ^e groups, wherein each R ^e group is as defined above and described herein. In certain embodiments, Y is phenyl, pyridyl, or pyrimidinyl, wherein each ring is substituted with 1 -4 R ^e groups, wherein each R ^e is as defined above and described herein.

[0687] In some embodiments, Y is selected from:

[0688]

[0689] wherein each R ^e is as defined above and described herein.

[0690] In other embodiments, Y is a 5-membered heteroaryl ring having 1-3 heteroatoms independently selected from nitrogen, oxygen, or sulfur, wherein said ring is substituted with 1 -3 R ^e groups, wherein each R ^e group is as defined above and described herein. In some embodiments, Y is a 5 membered partially unsaturated or aryl ring having 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, wherein said ring is substituted with 1-4 R ^e groups, wherein each R ^e group is as defined above and described herein. Exemplary such rings are isoxazolyl, oxazolyl, thiazolyl, imidazolyl, pyrazolyl, pyrrolyl, furanyl, thienyl, triazole, thiadiazole, and oxadiazole, wherein each ring is substituted with 1 -3 R ^e groups, wherein each R ^e group is as defined above and described herein. In certain embodiments, Y is selected from:

[0691]

[0692] wherein each R and R ^e is as defined above and described herein.

[0693] In certain embodiments, Y is an 8-10 membered bicyclic, saturated, partially unsaturated, or aryl ring having 0-3 heteroatoms independently selected from nitrogen, oxygen, or sulfur, wherein said ring is substituted with 1 -4 R ^e groups, wherein R ^e is as defined above and described herein. According to another aspect, Y is a 9-10 membered bicyclic, partially unsaturated, or aryl ring having 1-3 heteroatoms independently selected from nitrogen, oxygen, or sulfur, wherein said ring is substituted with 1 -4 R ^e groups, wherein R ^e is as defined above and described herein. Exemplary such bicyclic rings include 2,3- dihydrobenzo[d]isothiazole, wherein said ring is substituted with 1 -4 R ^e groups, wherein R ^e is as defined above and described herein.

[0694] As defined generally above, each R ^e group is independently selected from -Q-Z, oxo, NO ₂ , halogen, CN, a suitable leaving group, or C _1-6 aliphatic optionally substituted with oxo, halogen, NO ₂ , or CN, wherein Q is a covalent bond or a bivalent C _1-6 saturated or unsaturated, straight or branched, hydrocarbon chain, wherein one or two methylene units of Q are optionally and independently replaced by — N(R)— , — S— , —0—, — C(O)— , — OC(O)— , — C(O)O— , —SO—, or — SO ₂ — , — N(R)C(O)— , — C(O)N(R) — , — N(R)SO ₂ — , or — SO ₂ N(R) — ; and Z is hydrogen or C _1-6 aliphatic optionally substituted with oxo, halogen, NO ₂ , or CN.

[0695] In certain embodiments, R ^e is C 1-6 aliphatic optionally substituted with oxo, halogen, NO ₂ , or CN. In other embodiments, R ^e is oxo, NO ₂ , halogen, or CN.

[0696] In some embodiments, R ^e is -Q-Z, wherein Q is a covalent bond and Z is hydrogen (i.e., R ^e is hydrogen). In other embodiments, R ^e is -Q-Z, wherein Q is a bivalent C 1-6 saturated or unsaturated, straight or branched, hydrocarbon chain, wherein one or two methylene units of Q are optionally and independently replaced by — NR — , — NRC(O) — , — C(O)NR — , — S — , — 0 — , — C(O) — , — SO — , or — SO ₂ — . In other embodiments, Q is a bivalent C2-6 straight or branched, hydrocarbon chain having at least one double bond, wherein one or two methylene units of Q are optionally and independently replaced by — NR — , — NRC(O) — , — C(O)NR — , — S — , — 0 — , — C(O) — , — SO — , or — SO ₂ — . In certain embodiments, the Z moiety of the R ^e group is hydrogen. In some embodiments, -Q-Z is — NHC(O)CH=CH ₂ or — C(O)CH=CH ₂ .

[0697] In certain embodiments, each R ^e is independently selected from oxo, NO ₂ , CN, fluoro, chloro, — NHC(O)CH=CH ₂ , — C(O)CH=CH ₂ , — CH ₂ CH=CH ₂ , — C=CH, — C(O)OCH ₂ C1, — C(O)OCH ₂ F, — C(O)OCH ₂ CN, — C(O)CH ₂ C1, — C(O)CH ₂ F, — C(O)CH ₂ CN, or — CH ₂ C(O)CH ₃ .

[0698] In certain embodiments, R ^e is a suitable leaving group, i.e., a group that is subject to nucleophilic displacement. A “suitable leaving” is a chemical group that is readily displaced by a desired incoming chemical moiety such as the thiol moiety of a cysteine of interest. Suitable leaving groups are well known in the art, e.g., see, “Advanced Organic Chemistry,” Jerry March, 5 ^th Ed., pp. 351-357, John Wiley and Sons, N.Y. Such leaving groups include, but are not limited to, halogen, alkoxy, sulphonyloxy, optionally substituted alkylsulphonyloxy, optionally substituted alkenylsulfonyloxy, optionally substituted arylsulfonyloxy, acyl, and diazonium moieties. Examples of suitable leaving groups include chloro, iodo, bromo, fluoro, acetoxy, methanesulfonyloxy (mesyloxy), tosyloxy, triflyloxy, nitro-phenylsulfonyloxy (nosyloxy), and bromo-phenylsulfonyloxy (brosyloxy).

[0699] In certain embodiments, the following embodiments and combinations of - L ² -Y apply:

(a) L ² is a bivalent C _2-8 straight or branched, hydrocarbon chain wherein L ² has at least one double bond and one or two additional methylene units of L ² are optionally and independently replaced by — NRC(O)— , — C(O)NR— , — N(R)SO ₂ — , — SO ₂ N(R)— , — S— , — S(O)— , — SO ₂ — , — OC(O)— , — C(O)O — , cyclopropylene, — 0 — , — N(R) — , or — C(O) — ; and Y is hydrogen or C 1-6 aliphatic optionally substituted with oxo, halogen, NO ₂ , or CN; or

(b) L ² is a bivalent C _2-8 straight or branched, hydrocarbon chain wherein L ² has at least one double bond and at least one methylene unit of L ² is replaced by — C(O) — , — NRC(O) — , — C(O)NR — , — N(R)SO ₂ — , — SO ₂ N(R)— , — S— , — S(O)— , — SO ₂ — , — OC(O)— , or — C(O)O— , and one or two additional methylene units of L ² are optionally and independently replaced by cyclopropylene, — 0 — , — N(R) — , or — C(O) — ; and Y is hydrogen or C 1-6 aliphatic optionally substituted with oxo, halogen, NO ₂ , or CN; or

(c) L ² is a bivalent C _2-8 straight or branched, hydrocarbon chain wherein L ² has at least one double bond and at least one methylene unit of L ² is replaced by — C(O) — , and one or two additional methylene units of L ² are optionally and independently replaced by cyclopropylene, — 0 — , — N(R) — , or — C(O) — ; and Y is hydrogen or C _1-6 aliphatic optionally substituted with oxo, halogen, NO ₂ , or CN; or

(d) L ² is a bivalent C _2-8 straight or branched, hydrocarbon chain wherein L ² has at least one double bond and at least one methylene unit of L ² is replaced by — C(O) — ; and Y is hydrogen or C 1-6 aliphatic optionally substituted with oxo, halogen, NO ₂ , or CN; or

(e) L ² is a bivalent C _2-8 straight or branched, hydrocarbon chain wherein L ² has at least one double bond and at least one methylene unit of L ² is replaced by — OC(O) — ; and Y is hydrogen or C 1-6 aliphatic optionally substituted with oxo, halogen, NO ₂ , or CN; or

(f) L ² is — NRC(O)CH=CH— , — NRC(O)CH=CHCH ₂ N(CH ₃ )—, — NRC(O)CH=CHCH ₂ O— —

CH ₂ NRC(O)CH=CH— , — NRSO ₂ CH=CH— , — NRSO ₂ CH=CHCH ₂ — , — NRC(O)(C=N ₂ )— , — NRC(O)(C=N ₂ )C(O)— , — NRC(O)CH=CHCH ₂ N(CH ₃ )— , — NRSO ₂ CH=CH— , — NRSO ₂ CH=CHCH ₂ — — NRC(O)CH=CHCH ₂ O— , — NRC(O)C(=CH ₂ )CH ₂ — , — CH ₂ NRC(O)— , — CH ₂ NRC(O)CH=CH— , — CH ₂ CH ₂ NRC(O)— , or — CH ₂ NRC(O)cyclopropylene-; wherein R is H or optionally substituted C _1-6 aliphatic; and Y is hydrogen or C _1-6 aliphatic optionally substituted with oxo, halogen, NO ₂ , or CN; or

(g) L ² is — NHC(O)CH=CH— — NHC(O)CH=CHCH ₂ N(CH ₃ )—, — NHC(O)CH=CHCH ₂ O— —

CH ₂ NHC(O)CH=CH— — NHSO ₂ CH=CH— — NHSO ₂ CH=CHCH ₂ — , — NHC(O)(C=N ₂ )— , — NHC(O)(C=N ₂ )C(O)— , — NHC(O)CH=CHCH ₂ N(CH ₃ )— — NHSO ₂ CH=CH— — NHSO ₂ CH=CHCH ₂ — — NHC(O)CH=CHCH ₂ O— , — NHC(O)C(=CH ₂ )CH ₂ — , — CH ₂ NHC(O)— , — CH ₂ NHC(O)CH=CH— — CH ₂ CH ₂ NHC(O)—, or —

CH ₂ NHC(O)cyclopropylene-; and Y is hydrogen or C _1-6 aliphatic optionally substituted with oxo, halogen, NO ₂ , or CN; or

(h) L ² is a bivalent C _2-8 straight or branched, hydrocarbon chain wherein L ² has at least one alkylidenyl double bond and at least one methylene unit of L ² is replaced by — C(O) — , — NRC(O) — , — C(O)NR— , — N(R)SO ₂ — , — SO ₂ N(R)— , — S— , — S(O)— , — SO ₂ — , — OC(O)— , or — C(O)O — , and one or two additional methylene units of L ² are optionally and independently replaced by cyclopropylene, — 0 — , — N(R) — , or — C(O) — ; and Y is hydrogen or C _1-6 aliphatic optionally substituted with oxo, halogen, NO ₂ , or CN; or

(i) L ² is a bivalent C _2-8 straight or branched, hydrocarbon chain wherein L ² has at least one triple bond and one or two additional methylene units of L ² are optionally and independently replaced by — NRC(O)— , — C(O)NR— , — N(R)SO ₂ — , — SO ₂ N(R)— , — S— , — S(O)— , — SO ₂ — , — OC(O)— , or — C(O)O — , and Y is hydrogen or C _1-6 aliphatic optionally substituted with oxo, halogen, NO ₂ , or CN; or

(j) L ² is — C=C— , — C=CCI l ₂ N( isopropyl)-, — NHC(O)C=CCH ₂ CH ₂ — , — CH ₂ — C=C =CI 1 ₂ , —

C=CCH ₂ O— , — CH ₂ C(O)OC— , — C(C))C=C— , or — CH ₂ C(=C))C=C— ; and Y is hydrogen or C _1-6 aliphatic optionally substituted with oxo, halogen, NO ₂ , or CN; or

(k) L ² is a bivalent C ₂ .x straight or branched, hydrocarbon chain wherein one methylene unit of L ² is replaced by cyclopropylene and one or two additional methylene units of L ² are independently replaced by — NRC(O)— , — C(O)NR— , — N(R)SO ₂ — , — SO ₂ N(R)— , — S— — S(O)— , — SO ₂ — , — OC(O) — , or — C(O)O — ; and Y is hydrogen or C _1-6 aliphatic optionally substituted with oxo, halogen, NO ₂ , or CN; or

(l) L ² is a covalent bond and Y is selected from:

(i) C _1-6 alkyl substituted with oxo, halogen, NO ₂ , or CN;

(ii) C ₂ -6alkenyl optionally substituted with oxo, halogen, NO ₂ , or CN; or

(hi) C _2-6 alkynyl optionally substituted with oxo, halogen, NO ₂ , or CN; or

(iv) a saturated 3-4 membered heterocyclic ring having 1 heteroatom selected from oxygen or nitrogen wherein said ring is substituted with 1 -2 R ^e groups, wherein each R ^e is as defined above and described herein; or

(v) a saturated 5-6 membered heterocyclic ring having 1-2 heteroatom selected from oxygen or nitrogen wherein said ring is substituted with 1 -4 R ^e groups, wherein each R ^e is as defined above and described herein; or wherein each R, Q, Z, and R ^e is as defined above and described herein; or

(vii) a saturated 3-6 membered carbocyclic ring, wherein said ring is substituted with 1-4 R ^e groups, wherein each R ^e is as defined above and described herein; or

(viii) a partially unsaturated 3-6 membered monocyclic ring having 0-3 heteroatoms independently selected from nitrogen, oxygen, or sulfur, wherein said ring is substituted with 1 -4 R ^e groups, wherein each R ^e is as defined above and described herein; or

(ix) a partially unsaturated 3-6 membered carbocyclic ring, wherein said ring is substituted with 1-4 R ^e groups, wherein each R ^e is as defined above and described herein; or

(x) ¹ wherein each R ^e is as defined above and described herein; or

(xi) a partially unsaturated 4-6 membered heterocyclic ring having 1-2 heteroatoms independently selected from nitrogen, oxygen, or sulfur, wherein said ring is substituted with 1-4 R ^e groups, wherein each R ^e is as defined above and described herein; or each R and R ^e is as defined above and described herein; or

(xiii) a 6-membered aromatic ring having 0-2 nitrogens wherein said ring is substituted with 1 -

4 R ^e groups, wherein each R ^e group is as defined above and described herein; or wherein each R ^e is as defined above and described herein; or

(xv) a 5-membered heteroaryl ring having 1-3 heteroatoms independently selected from nitrogen, oxygen, or sulfur, wherein said ring is substituted with 1 -3 R ^e groups, wherein each R ^e group is as defined above and described herein; or

(xvi) wherein each R and R ^e is as defined above and described herein; or (xvii) an 8-10 membered bicyclic, saturated, partially unsaturated, or aryl ring having 0-3 heteroatoms independently selected from nitrogen, oxygen, or sulfur, wherein said ring is substituted with 1-4 R ^e groups, wherein R ^e is as defined above and described herein;

(m) L ² is — C(O) — and Y is selected from:

(i) C _1-6 alkyl substituted with oxo, halogen, NO ₂ , or CN; or

(ii) C2-ealkenyl optionally substituted with oxo, halogen, NO ₂ , or CN; or

(iii) C2-ealkynyl optionally substituted with oxo, halogen, NO ₂ , or CN; or

(iv) a saturated 3-4 membered heterocyclic ring having 1 heteroatom selected from oxygen or nitrogen wherein said ring is substituted with 1 -2 R ^e groups, wherein each R ^e is as defined above and described herein; or

(v) a saturated 5-6 membered heterocyclic ring having 1-2 heteroatom selected from oxygen or nitrogen wherein said ring is substituted with 1 -4 R ^e groups, wherein each R ^e is as defined above and described herein; or wherein each R, Q, Z, and R ^e is as defined above and described herein; or

(vii) a saturated 3-6 membered carbocyclic ring, wherein said ring is substituted with 1-4 R ^e groups, wherein each R ^e is as defined above and described herein; or

(viii) a partially unsaturated 3-6 membered monocyclic ring having 0-3 heteroatoms independently selected from nitrogen, oxygen, or sulfur, wherein said ring is substituted with 1-4 R ^e groups, wherein each R ^e is as defined above and described herein; or

(ix) a partially unsaturated 3-6 membered carbocyclic ring, wherein said ring is substituted with 1-4 R ^e groups, wherein each R ^e is as defined above and described herein; or

(x) , wherein each R ^e is as defined above and described herein; or

(xi) a partially unsaturated 4-6 membered heterocyclic ring having 1-2 heteroatoms independently selected from nitrogen, oxygen, or sulfur, wherein said ring is substituted with 1 -4 R ^e groups, wherein each R ^e is as defined above and described herein; or wherein each R and R ^e is as defined above and described herein; or

(xiii) a 6-membered aromatic ring having 0-2 nitrogens wherein said ring is substituted with 1 -

4 R ^e groups, wherein each R ^e group is as defined above and described herein; or wherein each R ^e is as defined above and described herein; or

(xv) a 5-membered heteroaryl ring having 1-3 heteroatoms independently selected from nitrogen, oxygen, or sulfur, wherein said ring is substituted with 1 -3 R ^e groups, wherein each R ^e group is as defined above and described herein; or wherein each R and R ^e is as defined above and described herein; or

(xvii) an 8-10 membered bicyclic, saturated, partially unsaturated, or aryl ring having 0-3 heteroatoms independently selected from nitrogen, oxygen, or sulfur, wherein said ring is substituted with 1-4 R ^e groups, wherein R ^e is as defined above and described herein;

(n) L ² is — N(R)C(O) — and Y is selected from:

(i) C _1-6 alkyl substituted with oxo, halogen, NO ₂ , or CN; or

(ii) Cz-galkenyl optionally substituted with oxo, halogen, NO ₂ , or CN; or

(iii) C2-galkynyl optionally substituted with oxo, halogen, NO ₂ , or CN; or (iv) a saturated 3-4 membered heterocyclic ring having 1 heteroatom selected from oxygen or nitrogen wherein said ring is substituted with 1 -2 R ^e groups, wherein each R ^e is as defined above and described herein; or

(v) a saturated 5-6 membered heterocyclic ring having 1-2 heteroatom selected from oxygen or nitrogen wherein said ring is substituted with 1 -4 R ^e groups, wherein each R ^e is as defined above and described herein; or ¹ wherein each R, Q, Z, and R ^e is as defined above and described herein; or

(vii) a saturated 3-6 membered carbocyclic ring, wherein said ring is substituted with 1-4 R ^e groups, wherein each R ^e is as defined above and described herein; or

(viii) a partially unsaturated 3-6 membered monocyclic ring having 0-3 heteroatoms independently selected from nitrogen, oxygen, or sulfur, wherein said ring is substituted with 1 -4 R ^e groups, wherein each R ^e is as defined above and described herein; or

(ix) a partially unsaturated 3-6 membered carbocyclic ring, wherein said ring is substituted with

1-4 R ^e groups, wherein each R ^e is as defined above and described herein; or wherein each R ^e is as defined above and described herein; or

(xi) a partially unsaturated 4-6 membered heterocyclic ring having 1-2 heteroatoms independently selected from nitrogen, oxygen, or sulfur, wherein said ring is substituted with 1 -4 R ^e groups, wherein each R ^e is as defined above and described herein; or

₍ (xn ...) , w .herei .n eac .h R _D and R ^e is as defined above and described herein; or

(xiii) a 6-membered aromatic ring having 0-2 nitrogens wherein said ring is substituted with 1 -

4 R ^e groups, wherein each R ^e group is as defined above and described herein; or wherein each R ^e is as defined above and described herein; or

(xv) a 5-membered heteroaryl ring having 1-3 heteroatoms independently selected from nitrogen, oxygen, or sulfur, wherein said ring is substituted with 1 -3 R ^e groups, wherein each R ^e group is as defined above and described herein; or wherein each R and R ^e is as defined above and described herein; or

(xvii) an 8-10 membered bicyclic, saturated, partially unsaturated, or aryl ring having 0-3 heteroatoms independently selected from nitrogen, oxygen, or sulfur, wherein said ring is substituted with 1 -4 R ^e groups, wherein R ^e is as defined above and described herein;

(o) L ² is a bivalent C _1- 8 saturated or unsaturated, straight or branched, hydrocarbon chain; and Y is selected from:

(i) C _1-6 alkyl substituted with oxo, halogen, NO ₂ , or CN;

(ii) C2-6alkenyl optionally substituted with oxo, halogen, NO ₂ , or CN; or

(iii) Cz-galkynyl optionally substituted with oxo, halogen, NO ₂ , or CN; or

(iv) a saturated 3-4 membered heterocyclic ring having 1 heteroatom selected from oxygen or nitrogen wherein said ring is substituted with 1 -2 R ^e groups, wherein each R ^e is as defined above and described herein; or

(v) a saturated 5-6 membered heterocyclic ring having 1-2 heteroatom selected from oxygen or nitrogen wherein said ring is substituted with 1 -4 R ^e groups, wherein each R ^e is as defined above and described herein; or wherein each R, Q, Z, and R ^e is as defined above and described herein; or

(vii) a saturated 3-6 membered carbocyclic ring, wherein said ring is substituted with 1-4 R ^e groups, wherein each R ^e is as defined above and described herein; or

(viii) a partially unsaturated 3-6 membered monocyclic ring having 0-3 heteroatoms independently selected from nitrogen, oxygen, or sulfur, wherein said ring is substituted with 1 -4 R ^e groups, wherein each R ^e is as defined above and described herein; or

(ix) a partially unsaturated 3-6 membered carbocyclic ring, wherein said ring is substituted with

1-4 R ^e groups, wherein each R ^e is as defined above and described herein; or

(x) , wherein each R ^e is as defined above and described herein; or

(xi) a partially unsaturated 4-6 membered heterocyclic ring having 1-2 heteroatoms independently selected from nitrogen, oxygen, or sulfur, wherein said ring is substituted with 1-4 R ^e groups, wherein each R ^e is as defined above and described herein; or each R and R ^e is as defined above and described herein; or

(xiii) a 6-membered aromatic ring having 0-2 nitrogens wherein said ring is substituted with 1 -

4 R ^e groups, wherein each R ^e group is as defined above and described herein; or wherein each R ^e is as defined above and described herein; or

(xv) a 5-membered heteroaryl ring having 1-3 heteroatoms independently selected from nitrogen, oxygen, or sulfur, wherein said ring is substituted with 1 -3 R ^e groups, wherein each R ^e group is as defined above and described herein; or wherein each R and R ^e is as defined above and described herein; or

(xvii) an 8-10 membered bicyclic, saturated, partially unsaturated, or aryl ring having 0-3 heteroatoms independently selected from nitrogen, oxygen, or sulfur, wherein said ring is substituted with 1 -4 R ^e groups, wherein R ^e is as defined above and described herein;

(p) L ² is a covalent bond, — CH ₂ — , — NH— , — C(O)— , — CH ₂ NH— , — NHCH ₂ — , — NHC(O)— , — NHC(O)CH ₂ OC(O)— , — CH ₂ NHC(O)— , — NHSO ₂ — , — NHSO ₂ CH ₂ — , —

NHC(O)CH ₂ OC(O) — , or — SO ₂ NH — ; and Y is selected from:

(i) C _1-6 alkyl substituted with oxo, halogen, NO ₂ , or CN; or

(ii) C _2-6 alkenyl optionally substituted with oxo, halogen, NO ₂ , or CN; or

(iii) C _2-6 alkynyl optionally substituted with oxo, halogen, NO ₂ , or CN; or

(iv) a saturated 3-4 membered heterocyclic ring having 1 heteroatom selected from oxygen or nitrogen wherein said ring is substituted with 1 -2 R ^e groups, wherein each R ^e is as defined above and described herein; or

(v) a saturated 5-6 membered heterocyclic ring having 1-2 heteroatom selected from oxygen or nitrogen wherein said ring is substituted with 1 -4 R ^e groups, wherein each R ^e is as defined above and described herein; or wherein each R, Q, Z, and R ^e is as defined above and described herein; or

(vii) a saturated 3-6 membered carbocyclic ring, wherein said ring is substituted with 1-4 R ^e groups, wherein each R ^e is as defined above and described herein; or (viii) a partially unsaturated 3-6 membered monocyclic ring having 0-3 heteroatoms independently selected from nitrogen, oxygen, or sulfur, wherein said ring is substituted with 1 -4 R ^e groups, wherein each R ^e is as defined above and described herein; or

(ix) a partially unsaturated 3-6 membered carbocyclic ring, wherein said ring is substituted with

1-4 R ^e groups, wherein each R ^e is as defined above and described herein; or wherein each R ^e is as defined above and described herein; or

(xi) a partially unsaturated 4-6 membered heterocyclic ring having 1-2 heteroatoms independently selected from nitrogen, oxygen, or sulfur, wherein said ring is substituted with 1 -4 R ^e groups, wherein each R ^e is as defined above and described herein; or

R and R ^e is as defined above and described herein; or

(xiii) a 6-membered aromatic ring having 0-2 nitrogens wherein said ring is substituted with 1 -

4 R ^e groups, wherein each R ^e group is as defined above and described herein; or wherein each R ^e is as defined above and described herein; or

(xv) a 5-membered heteroaryl ring having 1-3 heteroatoms independently selected from nitrogen, oxygen, or sulfur, wherein said ring is substituted with 1 -3 R ^e groups, wherein each R ^e group is as defined above and described herein; or wherein each R and R ^e is as defined above and described herein; or

(xvii) an 8-10 membered bicyclic, saturated, partially unsaturated, or aryl ring having 0-3 heteroatoms independently selected from nitrogen, oxygen, or sulfur, wherein said ring is substituted with 1-4 R ^e groups, wherein R ^e is as defined above and described herein.

[0700] In certain embodiments, the Y group is selected from those set forth in Table 3A below, wherein each wavy line indicates the point of attachment to the rest of the molecule.

Table 3A. Exemplary Y groups

wherein each R ^e is independently a suitable leaving group, NO ₂ , CN or oxo.

[0701] In certain embodiments, a warhead group is — C=CH, — C=CCH ₂ NH(isopropyl), — NHC(O)C=CCH ₂ CH ₃ , — CH ₂ — C=C=CH ₃ , — C =CCH ₂ OH, — CH ₂ C(O)C=CH, — C(O)C=CH, or — CH ₂ C(=O)C=CH. In some embodiments, R ¹ is selected from — NHC(O)CH=CH ₂ , — NHC(O)CH=CHCH ₂ N(CH ₃ ) ₂ , or — CH ₂ NHC(O)CH=CH ₂ .

[0702] In certain embodiments, a warhead group is selected from those set forth in Table 3B, below, wherein each wavy line indicates the point of attachment to the rest of the molecule.

wherein each R ^e is independently a suitable leaving group, NO ₂ , CN, or oxo.

[0703] In some embodiments, Y of a warhead group is an isoxazoline compound or derivative capable of covalently binding to serine. In some embodiments, Y of a warhead group is an isoxazoline compound or derivative described in WO 2010135360, the entire content of which is incorporated herein by reference.

As understood by one skilled in the art, an isoxazoline compound or derivative described in WO 2010135360, as Y of a warhead group, can covalently connect to L ² of the warhead group at any reasonable position of the isoxazoline compound or derivative. In some embodiments, Y of a warhead group is: wherein G, R ^a , and R ^c are:

Degradation Inducing Moiety (DIM) [0704] In certain embodiments, the present invention provides a compound of formula I:

I or a pharmaceutically acceptable salt thereof, wherein L and CBM are as described above and herein, and DIM is a degradation inducing moiety selected from LBM, a lysine mimetic, or a hydrogen atom.

[0705] In some embodiments, DIM is LBM as described above and herein. In some embodiments, DIM is a lysine mimetic. In some embodiments, the covalent attachment of ubiquitin to CDK2 protein is achieved through the action of a lysine mimetic. In some embodiments, upon the binding of a compound of formula I to CDK2 protein, the moiety that mimics a lysine undergoes ubiquitination thereby marking CDK2 protein for degradation via the Ubiquitin-Proteasome Pathway (UPP).

[0706] In some embodiments, DIM is . In some embodiments, DIM is . In some embodiments,

[0707] In some embodiments, DIM is selected from those depicted in Table 2, below.

[0708] In some embodiments, the present invention provides the compound of formula I as a compound of formula I-aaaa:

I-aaaa or a pharmaceutically acceptable salt thereof, wherein each of CBM and L is as defined above and described in embodiments herein, both singly and in combination.

[0709] In some embodiments, the present invention provides the compound of formula I as a compound of formula I-aaaa-1:

I-aaaa-1 or a pharmaceutically acceptable salt thereof, wherein each of CBM and L is as defined above and described in embodiments herein, both singly and in combination.

[0710] In some embodiments, the present invention provides the compound of formula I as a compound of formula I-aaaa-2:

I-aaaa-2 or a pharmaceutically acceptable salt thereof, wherein each of CBM and L is as defined above and described in embodiments herein, both singly and in combination.

[0711] In certain embodiments, the present invention provides a compound of Formula I, wherein

DIM is a lysine mimetic , , or thereby forming a compound of Formulae I-bbbb-1, 1-bbbb-2, or I- bbbb-3, respectively:

I-bbbb-2

Lbbbb-3 or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein each of the variables R ¹ , R ⁴ , R ⁵ , A, B, E, Y, Y ^† , Z, Z ^† , and k are as defined and described in U.S. Pat. No. 7,622,496, the entirety of each of which is herein incorporated by reference.

Hydrogen Atom

[0712] In some embodiments, DIM is a hydrogen atom. In some embodiments, the covalent attachment of ubiquitin to CDK2 protein is achieved through a provided compound wherein DIM is a hydrogen atom. In some embodiments, upon the binding of a compound of formula I to CDK2 protein, the moiety being hydrogen effectuates ubiquitination thereby marking CDK2 protein for degradation via the Ubiquitin- Proteasome Pathway (UPP).

[0713] In some embodiments, DIM is selected from those depicted in Table 2, below.

[0714] In some embodiments, the present invention provides the compound of formula I wherein DIM is a hydrogen atom, thereby forming a compound of formula I-cccc:

I-cccc or a pharmaceutically acceptable salt thereof, wherein each of CBM and L is as defined above and described in embodiments herein, both singly and in combination.

Linker (L)

[0715] As defined above and described herein, L is a bivalent moiety that connects CBM to LBM or CBM to DIM.

[0716] In some embodiments, L is a bivalent moiety that connects CBM to LBM. In some embodiments, L is a bivalent moiety that connects CBM to DIM. In some embodiments, L is a bivalent moiety that connects CBM to a lysine mimetic.

[0717] In some embodiments, L is a covalent bond or a bivalent, saturated or partially unsaturated, straight or branched C1.50 hydrocarbon chain, wherein 0-6 methylene units of L are independently replaced by -Cy-, -O-, -NR-, -SiR ₂ -, -Si(OH)R- -Si(OH) ₂ - -P(O)OR- -P(O)R- -P(O)NR ₂ -, -S-, -OC(O)-, - C(O)O-, -C(O)-, -S(O)-, -S(O) ₂ -, -NRS(O) ₂ -, -S(O) ₂ NR-, -NRC(O)-, -C(O)NR-, -OC(O)NR-, -NRC(O)O- , w ere n: each -Cy- is independently an optionally substituted bivalent ring selected from phenylenyl, an 8-10 membered bicyclic arylenyl, a 4-7 membered saturated or partially unsaturated carbocyclylenyl, a 6- 11 membered saturated or partially unsaturated spiro carbocyclylenyl, an 8- 10 membered bicyclic saturated or partially unsaturated carbocyclylenyl, a 4-7 membered saturated or partially unsaturated heterocyclylenyl having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, a 6-11 membered saturated or partially unsaturated spiro heterocyclylenyl having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, an 8-10 membered bicyclic saturated or partially unsaturated heterocyclylenyl having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, a 5-6 membered heteroarylenyl having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and an 8-10 membered bicyclic heteroarylenyl having 1-5 heteroatoms independently selected from nitrogen, oxygen, and sulfur, each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: two R groups on the same nitrogen are optionally taken together with their intervening atoms to form a 4-7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the nitrogen, independently selected from nitrogen, oxygen, and sulfur, and; r is 0, 1, 2, 3, 4, 5, 6, 7, 8, 9, or 10.

In some embodiments, L is substituted with deuterium. [0718] In some embodiments, each -Cy- is independently an optionally substituted bivalent phenylenyl. In some embodiments, each -Cy- is independently an optionally substituted 8-10 membered bicyclic arylenyl. In some embodiments, each -Cy- is independently an optionally substituted 4-7 membered saturated or partially unsaturated carbocyclylenyl. In some embodiments, each -Cy- is independently an optionally substituted 6-11 membered saturated or partially unsaturated spiro carbocyclylenyl. In some embodiments, each -Cy- is independently an optionally substituted 8-10 membered bicyclic saturated or partially unsaturated carbocyclylenyl. In some embodiments, each -Cy- is independently an optionally substituted 4-7 membered saturated or partially unsaturated heterocyclylenyl having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, each -Cy- is independently an optionally substituted 6- 11 membered saturated or partially unsaturated spiro heterocyclylenyl having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, each -Cy- is independently an optionally substituted 8-10 membered bicyclic saturated or partially unsaturated heterocyclylenyl having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, each -Cy- is independently an optionally substituted 5-6 membered heteroarylenyl having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, each -Cy- is independently an optionally substituted 8-10 membered bicyclic heteroarylenyl having 1-5 heteroatoms independently selected from nitrogen, oxygen, and sulfur. [0719] In some embodiments, -Cy- is substituted with one or more halogen, optionally substituted C _1- 6 alkyl, or cyclopropylenyl.

[0720] In some embodiments, -Cy- is substituted with C _1-6 alkyl (e.g., methyl, ethyl, isopropyl). In some embodiments, -Cy- is substituted with methyl. In some embodiments, -Cy- is substituted with two methyls. In some embodiments, -Cy- is substituted with geminal dimethyl. In some embodiments, -Cy- is substituted with -CHF2. In some embodiments, -Cy- is substituted with -Cl hOMc. In some embodiments, -Cy- is substituted with oxo. In some embodiments, -Cy- is substituted with halogen. In some embodiments, -Cy- is substituted with fluoro. In some embodiments, -Cy- is substituted with geminal difluoro. In some embodiments, -Cy- is substituted with -OH. In some embodiments, -Cy- is substituted with -NR ₂ .

[0721] In some embodiments, -Cy- is selected from those depicted in Table 2, below.

[0722] In some embodiments, r is 0. In some embodiments, r is 1. In some embodiments, r is 2. In some embodiments, r is 3. In some embodiments, r is 4. In some embodiments, r is 5. In some embodiments, r is 6. In some embodiments, r is 7. In some embodiments, r is 8. In some embodiments, r is 9. In some embodiments, r is 10.

[0723] In some embodiments, r is selected from those depicted in Table 2, below. [0724] In some embodiments, L is -NR-(C _1-10 aliphatic)-. In some embodiments, L is -(C _1-10 aliphatic)- NR-(C _1-10 aliphatic)-. In some embodiments, L is -(C _1-10 aliphatic)-NR-(CH ₂ CH ₂ O) _1-10 CH ₂ CH ₂ -. In some embodiments, L is -Cy-NR-(C _1-10 aliphatic)-. In some embodiments, L is -Cy-(C _1-10 aliphatic)-NR-. In some embodiments, L is -Cy-(C _1-10 aliphatic)-NR-(C _1-10 aliphatic)-. In some embodiments, L is -(C _1-10 aliphatic)-Cy-NR-(C _1-10 aliphatic)-. In some embodiments, L is -(C _1-10 aliphatic)-Cy-(C _1-10 aliphatic)-NR-. In some embodiments, L is -(C _1-10 aliphatic)-Cy-(C _1-10 aliphatic)-NR-(C _1-10 aliphatic)-. In some embodiments, L is -Cy-(C _1-10 aliphatic)-Cy-NR-. In some embodiments, L is -Cy-(C _1-10 aliphatic)-NR-Cy- . In some embodiments, L is -Cy-(C _1-10 aliphatic)-Cy-NR-(C _1-10 aliphatic)-. In some embodiments, L is - Cy-(C _1-10 aliphatic)-NR-Cy-(C _1-10 aliphatic)-.

[0725] In some embodiments, L is -CONR-(C _1-10 aliphatic)-. In some embodiments, L is -(C _1-10 aliphatic)-CONR-(C _1-10 aliphatic)-. In some embodiments, L is -(C _1-10 aliphatic)-CONR-(CH ₂ CH ₂ O) _{1- 10} CH ₂ CH ₂ -. In some embodiments, L is -Cy-CONR-(C _1-10 aliphatic)-. In some embodiments, L is -Cy-(C _{1- 10} aliphatic)-CONR-. In some embodiments, L is -Cy-(C _1-10 aliphatic)-CONR-(C _1-10 aliphatic)-. In some embodiments, L is -(C _1-10 aliphatic)-Cy-CONR-(C _1-10 aliphatic)-. In some embodiments, L is -(C _1-10 aliphatic)-Cy-(C _1-10 aliphatic)-CONR-. In some embodiments, L is -(C _1-10 aliphatic)-Cy-(C _1-10 aliphatic)- CONR-(CMO aliphatic)-. In some embodiments, L is -Cy-(C _1-10 aliphatic)-Cy-CONR-. In some embodiments, L is -Cy-(C _1-10 aliphatic)-CONR-Cy-. In some embodiments, L is -Cy-(C _1-10 aliphatic)-Cy- CONR-(C _1-10 aliphatic)-. In some embodiments, L is -Cy-(C _1-10 aliphatic)-CONR-Cy-(C _1-10 aliphatic)-.

[0726] In some embodiments, L is -NRCO-(C _1-10 aliphatic)-. In some embodiments, L is -(C _1-10 aliphatic)-NRCO-(C _1-10 aliphatic)-. In some embodiments, L is -(C _1-10 aliphatic)-NRCO-(CH ₂ CH ₂ O) _{1- 10} CH ₂ CH ₂ -. In some embodiments, L is -Cy-NRCO-(C _1-10 aliphatic)-. In some embodiments, L is -Cy-(C _{1- 10} aliphatic)-NRCO-. In some embodiments, L is -Cy-(C _1-10 aliphatic)-NRCO-(C _1-10 aliphatic)-. In some embodiments, L is -(C _1-10 aliphatic)-Cy-NRCO-(C _1-10 aliphatic)-. In some embodiments, L is -(C _1-10 aliphatic)-Cy-(C _1-10 aliphatic)-NRCO-. In some embodiments, L is -(C _1-10 aliphatic)-Cy-(C _1-10 aliphatic)- NRCO-(C _1-10 aliphatic)-. In some embodiments, L is -Cy-(C _1-10 aliphatic)-Cy-NRCO-. In some embodiments, L is -Cy-(C _1-10 aliphatic)-NRCO-Cy-. In some embodiments, L is -Cy-(C _1-10 aliphatic)-Cy- NRCO-(C _1-10 aliphatic)-. In some embodiments, L is -Cy-(C _1-10 aliphatic)-NRCO-Cy-(C _1-10 aliphatic)-.

[0727] In some embodiments, L is -O-(C _1-10 aliphatic)-. In some embodiments, L is -(C _1-10 aliphatic)- O-(C _1-10 aliphatic)-. In some embodiments, L is -(C _1-10 aliphatic)-O-(CH ₂ CH ₂ O) _1-10 CH ₂ CH ₂ -. In some embodiments, L is -Cy-O-(C _1-10 aliphatic)-. In some embodiments, L is -Cy-(C _1-10 aliphatic)-O-. In some embodiments, L is -Cy-(C _1-10 aliphatic)-O-(C _1-10 aliphatic)-. In some embodiments, L is -(C _1-10 aliphatic)- Cy-O-(C _1-10 aliphatic)-. In some embodiments, L is -(C _1-10 aliphatic)-Cy-(C _1-10 aliphatic) -O-. In some embodiments, L is -(C _1-10 aliphatic)-Cy-(C _1-10 aliphatic)-O-(C _1-10 aliphatic)-. In some embodiments, L is - Cy-(C _1-10 aliphatic)-Cy-O-.In some embodiments, L is -Cy-(C _1-10 aliphatic)-O-Cy-.In some embodiments, L is -Cy-(C _1-10 aliphatie)-Cy-O-(C _1-10 aliphatic)-. In some embodiments, L is -Cy-(C _1-10 aliphatic)-O-Cy-(C _{1- 10} aliphatic)-.

[0728] In some embodiments, L is -Cy-(C _1-10 aliphatic)-. In some embodiments, L is -(C _1-10 aliphatic)-

Cy-(C _1-10 aliphatic)-. In some embodiments, L is -(C _1-10 aliphatic)-Cy-(CH ₂ CH ₂ O) _1-10 CH ₂ CH ₂ -. In some embodiments, L is -Cy-(C _1-10 aliphatic)-Cy-. In some embodiments, L is -Cy-(C _1-10 aliphatic)-Cy-(C _1-10 aliphatic)-. In some embodiments, L is -Cy-(C _1-10 aliphatic)-Cy-(C _1-10 aliphatic)-Cy-. In some embodiments, L is -(C _1-10 aliphatic)-Cy-(C _1-10 aliphatic)-Cy-(C _1-10 aliphatic)-.

[0729] In some embodiments, L is -NR-(CH ₂ ) _1-10 -. In some embodiments, L is -(CH ₂ ) _1-10 -NR-(CH ₂ ) _{1- 10} -. In some embodiments, L is -(CH ₂ ) _1-10 -NR-(CH ₂ CH ₂ O) _1-10 CH ₂ CH ₂ -. In some embodiments, L is -Cy- NR-(CH ₂ ) _1-10 -. In some embodiments, L is -Cy-(CH ₂ ) _1-10 -NR-. In some embodiments, L is -Cy-(CH ₂ ) _1-10 - NR-(CH ₂ ) _1-10 -. In some embodiments, L is -(CH ₂ ) _1-10 -Cy-NR-(CH ₂ ) _1-10 -. In some embodiments, L is - (CH ₂ ) _1-10 -Cy-(CH ₂ ) _1-10 -NR-. In some embodiments, L is -(CH ₂ ) _1-10 -Cy-(CH ₂ ) _1-10 -NR-(CH ₂ ) _1-10 -. In some embodiments, L is -Cy-(CH ₂ ) _1-10 -Cy-NR-. In some embodiments, L is -Cy-(CH ₂ ) _1-10 -NR-Cy-. In some embodiments, L is -Cy-(CH ₂ ) _1-10 -Cy-NR-(CH ₂ ) _1-10 -. In some embodiments, L is -Cy-(CH ₂ ) _1-10 -NR-Cy- (CH ₂ ) _1-10 -.

[0730] In some embodiments, L is -CONR-(CH ₂ ) _1-10 -. In some embodiments, L is -(CH ₂ ) _1-10 -CONR- (CH ₂ ) _1-10 -. In some embodiments, L is -(CH ₂ ) _1-10 -CONR-(CH ₂ CH ₂ O) _1-10 CH ₂ CH ₂ -. In some embodiments, L is -Cy-CONR-(CH ₂ ) _1-10 -. In some embodiments, L is -Cy-(CH ₂ ) _1-10 -CONR-. In some embodiments, L is -Cy-(CH ₂ ) _1-10 -CONR-(CH ₂ ) _1-10 -- In some embodiments, L is -(CH ₂ ) _1-10 -Cy-CONR-(CH ₂ ) _1-10 -. In some embodiments, L is -(CH ₂ ) _1-10 -Cy-(CH ₂ ) _1-10 -CONR-. In some embodiments, L is -(CH ₂ ) _1-10 -Cy-(CH ₂ ) _1-10 - CONR-(CH ₂ ) _1-10 -. In some embodiments, L is -Cy-(CH ₂ ) _1-10 -Cy-CONR-. In some embodiments, L is -Cy- (CH ₂ ) _1-10 -CONR-Cy-. In some embodiments, L is -Cy-(CH ₂ ) _1-10 -Cy-CONR-(CH ₂ ) _1-10 -. In some embodiments, L is -Cy-(CH ₂ ) _1-10 -CONR-Cy-(CH ₂ ) _1-10 -.

[0731] In some embodiments, L is -NRCO-(CH ₂ ) _1-10 -. In some embodiments, L is -(CH ₂ ) _1-10 -NRCO- (CH ₂ ) _1-10 -. In some embodiments, L is -(CH ₂ ) _1-10 -NRCO-(CH ₂ CH ₂ O) _1- WCH ₂ CH ₂ -. In some embodiments, L is -Cy-NRCO-(CH ₂ ) _1-10 -. In some embodiments, L is -Cy-(CH ₂ ) _1-10 -NRCO-. In some embodiments, L is -Cy-(CH ₂ ) _1-10 -NRCO-(CH ₂ ) _1-10 -. In some embodiments, L is -(CH ₂ ) _1-10 -Cy-NRCO-(CH ₂ ) _1-10 -. In some embodiments, L is -(CH ₂ ) _1-10 -Cy-(CH ₂ ) _1-10 -NRCO-. In some embodiments, L is -(CH ₂ ) _1-10 -Cy-(CH ₂ ) _1-10 - NRCO-(CH ₂ ) _1-10 -. In some embodiments, L is -Cy-(CH ₂ ) _1-10 -Cy-NRCO-. In some embodiments, L is -Cy- (CH ₂ ) _1-10 -NRCO-Cy-. In some embodiments, L is -Cy-(CH ₂ ) _1-10 -Cy-NRCO-(CH ₂ ) _1-10 -. In some embodiments, L is -Cy-(CH ₂ ) _1-10 -NRCO-Cy-(CH ₂ ) _1-10 -.

[0732] In some embodiments, L is -O-(CH ₂ ) _1-10 -. In some embodiments, L is -(CH ₂ ) _1-10 -O-(CH ₂ ) _1-10 -. In some embodiments, L is -(CH ₂ ) _1-10 -O-(CH ₂ CH ₂ O) _1-10 CH ₂ CH ₂ -. In some embodiments, L is -Cy-O- (CH ₂ ) _1-10 -. In some embodiments, L is -Cy-(CH ₂ ) _1-10 -O-. In some embodiments, L is -Cy-(CH ₂ ) _1-10 -O- (CH ₂ ) _1-10 -. In some embodiments, L is -(CH ₂ ) _1-10 -Cy-O-(CH ₂ ) _1-10 -. In some embodiments, L is -(CH ₂ ) _1-10 - Cy-(CH ₂ ) _1-10 -O-. In some embodiments, L is -(CH ₂ ) _1-10 -Cy-(CH ₂ ) _1-10 -O-(CH ₂ ) _1-10 -. In some embodiments, L is -Cy-(CH ₂ ) _1-10 -Cy-O-. In some embodiments, L is -Cy-(CH ₂ ) _1-10 -O-Cy-. In some embodiments, L is -

Cy-(CH ₂ ) _1-10 -Cy-O-(CH ₂ ) _1-10 -. In some embodiments, L is -Cy-(CH ₂ ) _1-10 -O-Cy-(CH ₂ ) _1-10 -.

[0733] In some embodiments, L is -Cy-(CH ₂ ) _1-10 -. In some embodiments, L is -(CH ₂ ) _1-10 -Cy-(CH ₂ ) _{1- 10} - . In some embodiments, L is -(CH ₂ ) _1-10 -Cy-(CH ₂ CH ₂ O) _1-10 CH ₂ CH ₂ -. In some embodiments, L is -Cy- (CH ₂ ) _1-10 -Cy-. In some embodiments, L is -Cy-(CH ₂ ) _1-10 -Cy-(CH ₂ ) _1-10 -. In some embodiments, L is -Cy- (CH ₂ ) _1-10 -Cy-(CH ₂ ) _1-10 -Cy-. In some embodiments, L is -(CH ₂ ) _1-10 -Cy-(CH ₂ ) _1-10 -Cy-(CH ₂ ) _1-10 -.

[0734] In some embodiments, L is -O-Cy-(CH ₂ ) _1-10 -Cy-. In some embodiments, L is -Cy-O-Cy- (CH ₂ ) _1-10 -Cy-. In some embodiments, L is -NR-Cy-O-Cy-(CH ₂ ) _1-10 -Cy-.

In some embodiments, L is a covalent bond. In some embodiments, L is

In some embodiments, L is In some embodiments, L is embodiments, L is In some embodiments, L is some embodiments, L is In some embodiments, L is , some embodiments, , embodiments, L is . In some embodiments, L is

. In some embodiments, L is . In some embodiments, L is . In some embodiments, some embodiments, L is embodiments, L is In some embodiments, In some embodiments, L is In some embodiments, L is . In some embodiments, L is . In some embodiments, L is . In some embodiments, In some embodiments, L is In some embodiments, L is

In some embodiments, In some embodiments, L is

In some embodiments, L is . In some embodiments, L is . In some embodiments, L is In some embodiments, L is In some embodiments, L is

some embodiments, is In some embodiments, L is

In some embodiments, L is In some

. In some embodiments, L is . In some embodiments, L some embodiments, L is . In some embodiments, L is

In some embodiments, L is In some embodiments, L is

In some embodiments, L is In some embodiments, L is

In In some embodiments, L is

In In some embodiments, L is

. In some embodiments, L is . In some embodiments, L is

. In some embodiments, L is . In some embodiments, L

, In some embodiments, L is In some embodiments, embodiments, L is In some embodiments, embodiments, L is In some embodiments, In some embodiments, L is In some embodiments, L is embodiments, In some embodiments, In some embodiments, L is In some embodiments, L is In some embodiments, In some embodiments, L is In some embodiments, L is In some embodiments, L is In some embodiments, L is In some embodiments, L is In some embodiments, In some embodiments, L is embodiments, In some embodiments, In some embodiments, L is In some embodiments, L is F . In some embodiments, L is In some embodiments, embodiments, In some embodiments, embodiments, In some embodiments, L is embodiments, In some embodiments, L is embodiments, some embodiments, L is some embodiments, L is In some embodiments, L is embodiments, In some embodiments, L is In some embodiments, some embodiments, L is In some embodiments, , some embodiments, some embodiments, L is v. In some embodiments, L is

Lis 0 . In some embodiments, L is 0 . In some embodiments, L is In some embodiments, L is some embodiments, L is In some embodiments, L is some embodiments, L is In some embodiments, L is , , ,

In some embodiments, L is In some embodiments, L is embodiments, L is In some embodiments, L is In some embodiments, L is In some embodiments, L is embodiments, L is In some embodiments, L is , In some

In some embodiments, L is In some embodiments, L is some embodiments, L is In some embodiments, L is , In some In some embodiments, L is , embodiments, L is In some embodiments, L is embodiments, L is In some embodiments, L is , In some In some embodiments, L is

. In some embodiments, L is In some embodiments, L is

embodiments, L is In some embodiments, L is

In some embodiments, L is In some embodiments, L is some embodiments, n some embodiments, L is . In some embodiments, L is In some embodiments, L is some embodiments, L is In some embodiments, L is , embodiments, L is In some embodiments, L is

In some embodiments, L is In some embodiments, L is some embodiments, L is In some embodiments, L is In some embodiments, L is In some embodiments, L is embodiments, L is In some embodiments, L is In some embodiments, , XQy

In some embodiments, L is In some embodiments, L is some embodiments, L is In some embodiments, L is some embodiments, L is In some embodiments, some embodiments, some embodiments, L is some embodiments, L is In some embodiments, L is some embodiments, L is In some embodiments, L is embodiments, In some embodiments, In some embodiments, L is In some embodiments, embodiments, In some embodiments, L is

some embodiments, L is In some embodiments,

In some embodiments, L is In some embodiments, L , In some embodiments, L is In some embodiments, L is , some embodiments, some embodiments, L is In some embodiments, L is

In some embodiments, L is In some embodiments, L is , some embodiments, some embodiments, In some embodiments, L is some embodiments, In some embodiments, L is some embodiments, In some embodiments, L is . , . In some embodiments, , In some some embodiments, L is In some embodiments, L is some embodiments, L is In some embodiments, L is embodiments, L is In some embodiments, L is

In some embodiments, some embodiments,

In some embodiments, L is In some embodiments, L is embodiments, some embodiments, some embodiments, some embodiments,

In some embodiments, some embodiments, L , ,

In some embodiments, L is In some embodiments, L is In some embodiments, In some embodiments, L is

In some embodiments, L is In some embodiments, L is , [0735] In some embodiment, L is also selected from those depicted in Table B, below.

[0736] In some embodiments, L is selected from those depicted in Table 1, below.

[0737] Without limitation, the point of attachment of L to CBM and DIM can be, for example when L ,

[0738] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0739] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0740] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0741] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0742] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0743] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0744] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0745] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0746] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0747] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0748] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0749] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0750] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0751] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0752] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0753] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0754] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0755] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0756] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0757] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0758] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0759] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0760] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0761] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0762] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0763] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein , selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0764] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein , selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0765] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0766] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0767] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0768] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0769] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0770] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0771] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0772] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0773] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0774] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0775] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0776] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below. [0777] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0778] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0779] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0780] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0781] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below. [0782] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0783] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0784] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0785] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0786] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below. [0787] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0788] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0789] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0790] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0791] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0792] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0793] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0794] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0795] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0796] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0797] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0798] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0799] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0800] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0801] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0802] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0803] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0804] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0805] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0806] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0807] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0808] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0809] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0810] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0811] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0812] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0813] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0814] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0815] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0816] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0817] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0818] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0819] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0820] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0821] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0822] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0823] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0824] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0825] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0826] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0827] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0828] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0829] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0830] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0831] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0832] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0833] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0834] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0835] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0836] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0837] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0838] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0839] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0840] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein those in Table A below, and L is selected from any of those in Table B below.

[0841] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below. [0842] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0843] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0844] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0845] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0846] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0847] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0848] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0849] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0850] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0851] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0852] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below. [0853] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0854] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0855] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0856] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0857] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0858] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below. [0859] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0860] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0861] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0862] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0863] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0864] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0865] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0866] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0867] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0868] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0869] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0870] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0871] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0872] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0873] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein from any of those in Table A below, and L is selected from any of those in Table B below.

[0874] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0875] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0876] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein those in Table A below, and L is selected from any of those in Table B below.

[0877] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is 9

HO selected from those wherein CBM is , LBM is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0878] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0879] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0880] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0881] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0882] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0883] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0884] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below. [0885] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0886] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0887] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0888] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0889] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0890] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below. [0891] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0892] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein of those in Table A below, and L is selected from any of those in Table B below.

[0893] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0894] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0895] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0896] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0897] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0898] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0899] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0900] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0901] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0902] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0903] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0904] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0905] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein those in Table A below, and L is selected from any of those in Table B below.

[0906] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0907] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0908] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0909] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0910] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0911] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0912] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0913] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0914] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0915] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0916] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0917] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0918] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0919] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0920] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0921] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein those in Table A below, and L is selected from any of those in Table B below.

[0922] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein of those in Table A below, and L is selected from any of those in Table B below.

[0923] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0924] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0925] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0926] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0927] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0928] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0929] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0930] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0931] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0932] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0933] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0934] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0935] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0936] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0937] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0938] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0939] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0940] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein those in Table A below, and L is selected from any of those in Table B below.

[0941] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0942] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0943] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein of those in Table A below, and L is selected from any of those in Table B below.

[0944] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0945] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0946] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0947] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0948] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0949] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0950] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0951] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0952] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0953] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0954] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is from any of those in Table A below, and L is selected from any of those in Table B below.

[0955] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0956] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein of those in Table A below, and L is selected from any of those in Table B below.

[0957] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is from any of those in Table A below, and L is selected from any of those in Table B below.

[0958] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0959] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below. [0960] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0961] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0962] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is

[0963] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0964] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0965] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0966] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0967] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0968] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below. [0969] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0970] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0971] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0972] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0973] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0974] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0975] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0976] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0977] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0978] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0979] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0980] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0981] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein those in Table A below, and L is selected from any of those in Table B below.

[0982] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below. [0983] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0984] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0985] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0986] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0987] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0988] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0989] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0990] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0991] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0992] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0993] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0994] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0995] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0996] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0997] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0998] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0999] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1000] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1001] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1002] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1003] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein of those in Table A below, and L is selected from any of those in Table B below.

[1004] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein those in Table A below, and L is selected from any of those in Table B below.

[1005] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1006] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1007] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1008] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1009] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1010] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1011] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein those in Table A below, and L is selected from any of those in Table B below.

[1012] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1013] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1014] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1015] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1016] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein any of those in Table A below, and L is selected from any of those in Table B below.

[1017] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1018] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1019] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1020] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1021] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1022] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1023] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1024] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1025] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1026] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1027] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1028] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1029] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1030] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein of those in Table A below, and L is selected from any of those in Table B below.

[1031] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1032] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1033] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1034] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1035] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein of those in Table A below, and L is selected from any of those in Table B below.

[1036] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1037] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1038] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1039] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1040] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below. [1041] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1042] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1043] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is from any of those in Table A below, and L is selected from any of those in Table B below.

[1044] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is from any of those in Table A below, and L is selected from any of those in Table B below.

[1045] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1046] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1047] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1048] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below. [1049] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1050] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1051] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1052] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1053] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1054] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1055] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1056] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1057] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1058] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1059] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1060] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1061] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1062] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein of those in Table A below, and L is selected from any of those in Table B below.

[1063] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1064] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1065] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below. [1066] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1067] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein of those in Table A below, and L is selected from any of those in Table B below.

[1068] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1069] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1070] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1071] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1072] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1073] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1074] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below. [1075] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1076] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1077] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1078] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein of those in Table A below, and L is selected from any of those in Table B below.

[1079] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1080] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1081] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1082] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1083] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below. [1084] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1085] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1086] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein of those in Table A below, and L is selected from any of those in Table B below.

[1087] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein of those in Table A below, and L is selected from any of those in Table B below.

[1088] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1089] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1090] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein of those in Table A below, and L is selected from any of those in Table B below.

[1091] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1092] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein of those in Table A below, and L is selected from any of those in Table B below.

[1093] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein of those in Table A below, and L is selected from any of those in Table B below.

[1094] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein of those in Table A below, and L is selected from any of those in Table B below.

[1095] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein of those in Table A below, and L is selected from any of those in Table B below.

[1096] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein of those in Table A below, and L is selected from any of those in Table B below.

[1097] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1098] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1099] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein of those in Table A below, and L is selected from any of those in Table B below.

[1100] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[HOI] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein of those in Table A below, and L is selected from any of those in Table B below.

[1102] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1103] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein of those in Table A below, and L is selected from any of those in Table B below. [1104] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein of those in Table A below, and L is selected from any of those in Table B below.

[1105] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1106] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1107] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1108] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1109] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1110] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1111] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1112] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1113] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein of those in Table A below, and L is selected from any of those in Table B below.

[1114] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein of those in Table A below, and L is selected from any of those in Table B below.

[1115] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1116] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein of those in Table A below, and L is selected from any of those in Table B below.

[1117] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1118] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1119] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1120] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1121] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1122] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein those in Table A below, and L is selected from any of those in Table B below.

[1123] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein of those in Table A below, and L is selected from any of those in Table B below.

[1124] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1125] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1126] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1127] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below. [1128] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1129] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1130] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1131] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1132] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1133] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1134] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1135] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1136] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1137] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1138] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1139] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1140] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1141] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

Table A. Exemplified E3 Ligase Binding Moiety (LBM)

Table B. Exemplified Linkers (L)

[1142] In some embodiments, the present invention provides a compound having CBM described and disclosed herein, LBM set forth in Table A above, and a linker set forth in Table B above, or a pharmaceutically acceptable salt thereof.

[1143] Exemplary compounds of the invention are set forth in Table 1, below.

Table 1. Exemplary Compounds

6L9

[1144] In some embodiments, the present invention provides a compound set forth in Table 1, above, or a pharmaceutically acceptable salt thereof.

4. General Methods of Providing the Present Compounds

[1145] The compounds of this invention may be prepared or isolated in general by synthetic and/or semi-synthetic methods known to those skilled in the art for analogous compounds and by methods described in detail in the Examples, herein.

[1146] In the Schemes below, where a particular protecting group, leaving group, or transformation condition is depicted, one of ordinary skill in the art will appreciate that other protecting groups, leaving groups, and transformation conditions are also suitable and are contemplated. Such groups and transformations are described in detail in March's Advanced Organic Chemistry: Reactions, Mechanisms, and Structure, M. B. Smith and J. March, 5 ¹¹¹ Edition, John Wiley & Sons, 2001, Comprehensive Organic Transformations, R. C. Larock, 2 ^nd Edition, John Wiley & Sons, 1999, and Protecting Groups in Organic Synthesis, T. W. Greene and P. G. M. Wuts, 3 ^rd edition, John Wiley & Sons, 1999, the entirety of each of which is hereby incorporated herein by reference.

[1147] As used herein, the phrase “oxygen protecting group” includes, for example, carbonyl protecting groups, hydroxyl protecting groups, etc. Hydroxyl protecting groups are well known in the art and include those described in detail in Protecting Groups in Organic Synthesis, T. W. Greene and P. G. M. Wuts, 3 ^rd edition, John Wiley & Sons, 1999, the entirety of each of which is herein incorporated by reference. Examples of suitable hydroxyl protecting groups include, but are not limited to, esters, allyl ethers, ethers, silyl ethers, alkyl ethers, arylalkyl ethers, and alkoxyalkyl ethers. Examples of such esters include formates, acetates, carbonates, and sulfonates. Specific examples include formate, benzoyl formate, chloroacetate, trifluoroacetate, methoxyacetate, triphenylmethoxyacetate, p-chlorophenoxyacetate, 3- phenylpropionate, 4-oxopentanoate, 4,4-(ethylenedithio)pentanoate, pivaloate (trimethylacetyl), crotonate, 4-methoxy-crotonate, benzoate, p-benylbenzoate, 2,4,6-trimethylbenzoate, carbonates such as methyl, 9- fluorenylmethyl, ethyl, 2,2,2-trichloroethyl, 2-(trimethylsilyl)ethyl, 2-(phenylsulfonyl)ethyl, vinyl, allyl, and p-nitrobenzyl. Examples of such silyl ethers include trimethylsilyl, triethylsilyl, t-butyldimethylsilyl, t-butyldiphenylsilyl, triisopropylsilyl, and other trialkylsilyl ethers. Alkyl ethers include methyl, benzyl, p- methoxybenzyl, 3,4-dimethoxybenzyl, trityl, t-butyl, allyl, and allyloxycarbonyl ethers or derivatives. Alkoxyalkyl ethers include acetals such as methoxymethyl, methylthiomethyl, (2 -methoxy ethoxy)methyl, benzyloxymethyl, beta-(trimethylsilyl)ethoxymethyl, and tetrahydropyranyl ethers. Examples of arylalkyl ethers include benzyl, p -methoxybenzyl (MPM), 3,4-dimethoxybenzyl, O -nitrobenzyl, p-nitrobenzyl, p-halobenzyl, 2,6-dichlorobenzyl, p-cyanobenzyl, and 2- and 4-picolyl.

[1148] Amino protecting groups are well known in the art and include those described in detail in Protecting Groups in Organic Synthesis, T. W. Greene and P. G. M. Wuts, 3 ^rd edition, John Wiley & Sons, 1999, the entirety of each of which is herein incorporated by reference. Suitable amino protecting groups include, but are not limited to, aralkylamines, carbamates, cyclic imides, allyl amines, amides, and the like. Examples of such groups include t-butyloxycarbonyl (BOC), ethyloxycarbonyl, methyloxycarbonyl, trichloroethyloxycarbonyl, allyloxycarbonyl (Alloc), benzyloxocarbonyl (CBZ), allyl, phthalimide, benzyl (Bn), fluorenyhnethylcarbonyl (Fmoc), formyl, acetyl, chloroacetyl, dichloroacetyl, trichloroacetyl, phenylacetyl, trifluoroacetyl, benzoyl, and the like.

[1149] In the schemes below, where a provided compound is formed having a reactive moiety (e.g., amine, alcohol, etc.), it is not shown but it is generally appreciated and well known by those having ordinaiy skill in the art that the reactivity of said reactive moiety may be masked by employing a suitable protecting group that can thereafter be removed in situ or during a separate synthetic step.

[1150] In certain embodiments, compounds of the present invention are generally prepared according to Scheme 1 set forth below:

Scheme 1: Synthesis of Compounds of Formula I

A-1 base, solvent

[1151] As depicted in Scheme 1, above, amine A-1 is coupled to acid A-2 using the a coupling reagent in the presence of the base (e.g., DIPEA) in a solvent (e.g., DMF) to form a compound of formula I with a linker comprising an amide bond. The squiggly bond, represents the portion of the linker between CBM and the terminal amino group of A-1 or the portion of the linker between DIM and the terminal carboxyl group of A-2, respectively. The amide bond can be formed using coupling reagents known in the art such as, but not limited to DCC, DIC, EDC, HATU, HBTU, HCTU, PyAOP, PyBOP, PyBrOP, BOP, BOP-CI, DEPBT, T3P, TATU, TBTU, TNTU, TOTU, TPTU, TSTU, or TDBTU.

[1152] In certain embodiments, compounds of the present invention are generally prepared according to Scheme 2 set forth below:

Scheme 2: Synthesis of Compounds of Formula I base, solvent

A-3

[1153] As depicted in Scheme 2, above, acid A-3 is coupled to amine A-4 using a coupling reagent in the presence of the base (e.g., DIPEA) in a solvent (e.g., DMF) to form a compound of formula I with a linker comprising an amide bond. The squiggly bond, , represents the portion of the linker between CBM and the terminal carboxyl group of A-3 or the portion of the linker between DIM and the terminal amino group of A-4, respectively. The amide bond can be formed using coupling reagents known in the art such as, but not limited to DCC, DIC, EDC, HATU, HBTU, HCTU, PyAOP, PyBOP, PyBrOP, BOP, BOP- CI, DEPBT, T3P, TATU, TBTU, TNTU, TOTU, TPTU, TSTU, or TDBTU.

[1154] In certain embodiments, compounds of the present invention are generally prepared according to Scheme 3 set forth below:

Scheme 3: Synthesis of Compounds of Formula I

[1155] As depicted in Scheme 3, above, an SNAT displacement of fluoride A-6 by amine A-5 is effected in the presence of the base (e.g., DIPEA) in a solvent (e.g., DMF) to form a compound of formula I with a linker comprising a secondary amine. The squiggly bond, represents the portion of the linker between CBM and the terminal amino group of A-5.

[1156] In certain embodiments, compounds of the present invention are generally prepared according to Scheme 4 set forth below:

Scheme 4: Synthesis of Compounds of Formula I

[1157] As depicted in Scheme 4, above, an SN Ar displacement of fluoride A-7 by amine A-8 is effected in the presence of the base (e.g., DIPEA) in a solvent (e.g., DMF) to form a compound of formula I with a linker comprising a secondary amine. The squiggly bond, represents the portion of the linker between DIM and the terminal amino group of A-8.

Scheme 5: Synthesis of Compounds of Formula I

Reducing reagnt, base, solvent

[1158] As depicted in Scheme 7, above, reductive amination of the mixture of aldehyde A-9 and amine A-10 is effected in the presence of a reducing agent (e.g., NaHB(OAc)3) and base (e.g., KO Ac) in a solvent (e.g., DMF/THF) to form a compound of formula I with a linker comprising a secondary amine. The squiggly bond, , represents the portion of the linker between DIM and the terminal amino group of A-8.

[1159] One of skill in the art will appreciate that various functional groups present in compounds of the invention such as aliphatic groups, alcohols, carboxylic acids, esters, amides, aldehydes, halogens and nitriles can be interconverted by techniques well known in the art including, but not limited to reduction, oxidation, esterification, hydrolysis, partial oxidation, partial reduction, halogenation, dehydration, partial hydration, and hydration. “March’s Advanced Organic Chemistry”, 5 ^th Ed., Ed.: Smith, M.B. and March, J., John Wiley & Sons, New York: 2001, the entirety of which is incorporated herein by reference. Such interconversions may require one or more of the aforementioned techniques, and certain methods for synthesizing compounds of the invention are described below in the Exemplification.

5. Uses, Formulation and Administration

Pharmaceutically acceptable compositions

[1160] According to another embodiment, the invention provides a composition comprising a compound of this invention or a pharmaceutically acceptable derivative thereof and a pharmaceutically acceptable carrier, adjuvant, or vehicle. The amount of compound in compositions of this invention is such that it is effective to measurably degrade and/or inhibit an CDK protein, or a mutant thereof, in a biological sample or in a patient. In certain embodiments, the amount of compound in compositions of this invention is such that it is effective to measurably degrade and/or inhibit an CDK protein, or a mutant thereof, in a biological sample or in a patient. In certain embodiments, a composition of this invention is formulated for administration to a patient in need of such composition. In some embodiments, a composition of this invention is formulated for oral administration to a patient.

[1161] The term “patient,” as used herein, means an animal, preferably a mammal, and most preferably a human.

[1162] The term “pharmaceutically acceptable carrier, adjuvant, or vehicle” refers to a non-toxic earner, adjuvant, or vehicle that does not destroy the pharmacological activity of the compound with which it is formulated. Pharmaceutically acceptable carriers, adjuvants or vehicles that may be used in the compositions of this invention include, but are not limited to, ion exchangers, alumina, aluminum stearate, lecithin, serum proteins, such as human serum albumin, buffer substances such as phosphates, glycine, sorbic acid, potassium sorbate, partial glyceride mixtures of saturated vegetable fatty acids, water, salts or electrolytes, such as protamine sulfate, disodium hydrogen phosphate, potassium hydrogen phosphate, sodium chloride, zinc salts, colloidal silica, magnesium trisilicate, polyvinyl pyrrolidone, cellulose-based substances, polyethylene glycol, sodium carboxymethylcellulose, polyacrylates, waxes, polyethylene- polyoxypropylene -block polymers, polyethylene glycol and wool fat.

[1163] A “pharmaceutically acceptable derivative” means any non-toxic salt, ester, salt of an ester or other derivative of a compound of this invention that, upon administration to a recipient, is capable of providing, either directly or indirectly, a compound of this invention or an inhibitorily or degratorily active metabolite or residue thereof. [1164] As used herein, the term "inhibitorily active metabolite or residue thereof means that a metabolite or residue thereof is also an inhibitor of an CDK protein, or a mutant thereof.

[1165] As used herein, the term "degratorily active metabolite or residue thereof means that a metabolite or residue thereof is also a degrader of an CDK protein, or a mutant thereof.

[1166] Compositions of the present invention may be administered orally, parenterally, by inhalation spray, topically, rectally, nasally, buccally, vaginally or via an implanted reservoir. The term "parenteral" as used herein includes subcutaneous, intravenous, intramuscular, intra-articular, intra- synovial, intrastemal, intrathecal, intrahepatic, intralesional and intracranial injection or infusion techniques. Preferably, the compositions are administered orally, intraperitoneally or intravenously. Sterile injectable forms of the compositions of this invention may be aqueous or oleaginous suspension. These suspensions may be formulated according to techniques known in the art using suitable dispersing or wetting agents and suspending agents. The sterile injectable preparation may also be a sterile injectable solution or suspension in a non-toxic parenterally acceptable diluent or solvent, for example as a solution in 1,3 -butanediol. Among the acceptable vehicles and solvents that may be employed are water, Ringer ^† s solution and isotonic sodium chloride solution. In addition, sterile, fixed oils are conventionally employed as a solvent or suspending medium.

[1167] For this purpose, any bland fixed oil may be employed including synthetic mono- or di- glycerides. Fatty acids, such as oleic acid and its glyceride derivatives are useful in the preparation of injectables, as are natural pharmaceutically-acceptable oils, such as olive oil or castor oil, especially in their polyoxyethylated versions. These oil solutions or suspensions may also contain a long-chain alcohol diluent or dispersant, such as carboxymethyl cellulose or similar dispersing agents that are commonly used in the formulation of pharmaceutically acceptable dosage forms including emulsions and suspensions. Other commonly used surfactants, such as Tweens, Spans and other emulsifying agents or bioavailability enhancers which are commonly used in the manufacture of pharmaceutically acceptable solid, liquid, or other dosage forms may also be used for the purposes of formulation.

[1168] Pharmaceutically acceptable compositions of this invention may be orally administered in any orally acceptable dosage form including, but not limited to, capsules, tablets, aqueous suspensions or solutions. In the case of tablets for oral use, carriers commonly used include lactose and com starch. Lubricating agents, such as magnesium stearate, are also typically added. For oral administration in a capsule form, useful diluents include lactose and dried cornstarch. When aqueous suspensions are required for oral use, the active ingredient is combined with emulsifying and suspending agents. If desired, certain sweetening, flavoring or coloring agents may also be added.

[1169] Alternatively, pharmaceutically acceptable compositions of this invention may be administered in the form of suppositories for rectal administration. These can be prepared by mixing the agent with a suitable non-irritating excipient that is solid at room temperature but liquid at rectal temperature and therefore will melt in the rectum to release the drug. Such materials include cocoa butter, beeswax and polyethylene glycols.

[1170] Pharmaceutically acceptable compositions of this invention may also be administered topically, especially when the target of treatment includes areas or organs readily accessible by topical application, including diseases of the eye, the skin, or the lower intestinal tract. Suitable topical formulations are readily prepared for each of these areas or organs.

[1171] Topical application for the lower intestinal tract can be effected in a rectal suppository formulation (see above) or in a suitable enema formulation. Topically-transdermal patches may also be used.

[1172] For topical applications, provided pharmaceutically acceptable compositions may be formulated in a suitable ointment containing the active component suspended or dissolved in one or more earners. Carriers for topical administration of compounds of this invention include, but are not limited to, mineral oil, liquid petrolatum, white petrolatum, propylene glycol, polyoxyethylene, polyoxypropylene compound, emulsifying wax and water. Alternatively, provided pharmaceutically acceptable compositions can be formulated in a suitable lotion or cream containing the active components suspended or dissolved in one or more pharmaceutically acceptable carriers. Suitable carriers include, but are not limited to, mineral oil, sorbitan monostearate, polysorbate 60, cetyl esters wax, cetearyl alcohol, 2-octyldodecanol, benzyl alcohol and water.

[1173] For ophthalmic use, provided pharmaceutically acceptable compositions may be formulated as micronized suspensions in isotonic, pH adjusted sterile saline, or, preferably, as solutions in isotonic, pH adjusted sterile saline, either with or without a preservative such as benzylalkonium chloride. Alternatively, for ophthalmic uses, the pharmaceutically acceptable compositions may be formulated in an ointment such as petrolatum.

[1174] Pharmaceutically acceptable compositions of this invention may also be administered by nasal aerosol or inhalation. Such compositions are prepared according to techniques well-known in the art of pharmaceutical formulation and may be prepared as solutions in saline, employing benzyl alcohol or other suitable preservatives, absorption promoters to enhance bioavailability, fluorocarbons, and/or other conventional solubilizing or dispersing agents.

[1175] Most preferably, pharmaceutically acceptable compositions of this invention are formulated for oral administration. Such formulations may be administered with or without food. In some embodiments, pharmaceutically acceptable compositions of this invention are administered without food. In other embodiments, pharmaceutically acceptable compositions of this invention are administered with food.

[1176] The amount of compounds of the present invention that may be combined with the carrier materials to produce a composition in a single dosage form will vary depending upon the host treated, the particular mode of administration. Preferably, provided compositions should be formulated so that a dosage of between 0.01 - 100 mg/kg body weight/day of the compound can be administered to a patient receiving these compositions.

[1177] It should also be understood that a specific dosage and treatment regimen for any particular patient will depend upon a variety of factors, including the activity of the specific compound employed, the age, body weight, general health, sex, diet, time of administration, rate of excretion, drug combination, and the judgment of the treating physician and the severity of the particular disease being treated. The amount of a compound of the present invention in the composition will also depend upon the particular compound in the composition.

[1178]

Uses of Compounds and Pharmaceutically Acceptable Compositions

[1179] Compounds and compositions described herein are generally useful for the degradation and/or inhibition of kinase activity of one or more enzymes.

[1180] As used herein, the terms “CDK1 -mediated”, “CDK2 -mediated”, “CDK4-mediated”, “CDK6- mediated”, “CDK7-mediated”, “CDK8-mediated”, and/or “CDK9-mediated” disorders, diseases, and/or conditions as used herein means any disease or other deleterious condition in which one or more of CDK1 , CDK2, CDK4, CDK6, CDK7, CDK8, and/or CDK9 or a mutant thereof, are known to play a role. Accordingly, another embodiment of the present invention relates to treating or lessening the severity of one or more diseases in which one or more of CDK1, CDK2, CDK4, CDK6, CDK7, CDK8, and/or CDK9 or a mutant thereof, are known to play a role.

[1181] Compounds of the present disclosure can degrade CDK2 or CDK2 and CCNE1 and therefore are useful for treating diseases wherein the underlying pathology is, wholly or partially, mediated by CDK2. Such diseases include cancer and other diseases with proliferation disorder. In some embodiments, the present disclosure provides treatment of an individual or a patient in vivo using a provided compound or a pharmaceutically acceptable salt thereof such that growth of cancerous tumors is inhibited. A provided compound or a pharmaceutically acceptable salt thereof can be used to inhibit the growth of cancerous tumors with aberrations that activate CDK2 activity. These include, but not limited to, disease (e.g., cancers) that are characterized by amplification or overexpression of CCNE1 such as ovarian cancer, uterine carcinosarcoma and breast cancer and p27 inactivation such as breast cancer and melanomas. Accordingly, in some embodiments of the methods, the patient has been previously determined to have an amplification of the CCNE1 gene and/or an expression level of CCNE1 in a biological sample obtained from the human subject that is higher than a control expression level of CCNE1. Alternatively, a provided compound or a pharmaceutically acceptable salt thereof can be used in conjunction with other agents or standard cancer treatments, as described below. In one embodiment, the present disclosure provides a method for inhibiting growth of tumor cells in vitro. The method includes contacting the tumor cells in vitro with a provided compound or a pharmaceutically acceptable salt thereof. In another embodiment, the present disclosure provides a method for inhibiting growth of tumor cells with CCNE1 amplification and overexpression in an individual or a patient. The method includes administering to the individual or patient in need thereof a therapeutically effective amount of a provided compound or a pharmaceutically acceptable salt thereof.

[1182] In some embodiments, provided herein is a method of inhibiting CDK2, comprising contacting the CDK2 with a provided compound or a pharmaceutically acceptable salt thereof. In some embodiments, provided herein is a method of inhibiting CDK2 in a patient, comprising administering to the patient a provided compound or a pharmaceutically acceptable salt thereof.

[1183] In some embodiments, provided herein is a method of degrading CDK2, comprising contacting the CDK2 with a provided compound or a pharmaceutically acceptable salt thereof. In some embodiments, provided herein is a method of degrading CDK2 in a patient, comprising administering to the patient a provided compound or a pharmaceutically acceptable salt thereof.

[1184] In some embodiments, provided herein is a method of degrading CDK2 and CCNE1, comprising contacting the CDK2 and CCNE 1 with a provided compound or a pharmaceutically acceptable salt thereof. In some embodiments, provided herein is a method of degrading CDK2 and CCNE1 in a patient, comprising administering to the patient a provided compound or a pharmaceutically acceptable salt thereof.

[1185] In some embodiments, provided herein is a method for treating cancer. The method includes administering to a patient (in need thereof), a therapeutically effective amount of a provided compound or a pharmaceutically acceptable salt thereof. In another embodiment, the cancer is characterized by amplification or overexpression of CCNE1. In some embodiments, the cancer is ovarian cancer or breast cancer, characterized by amplification or overexpression of CCNE1.

[1186] In some embodiments, provided herein is a method of treating a disease or disorder associated with CDK2 in a patient, comprising administering to the patient a therapeutically effective amount of a provided compound or a pharmaceutically acceptable salt thereof. In some embodiments, the disease or disorder associated with CDK2 is associated with an amplification of the CCNE1 gene and/or overexpression of CCNE1.

[1187] In some embodiments, the disease or disorder associated with CDK2 is N-myc amplified neuroblastoma cells (see Molenaar et al., Proc. Natl. Acad. Sci. USA, 2009, 106(31) : 12968- 12973), K-Ras mutant lung cancers (see Hu, S., et al., Mol. Cancer Then, 2015, 14(11):2576-85), and cancers with FBW7 mutation and CCNE1 overexpression (see Takada et al., Cancer Res., 2017, 77(18):4881-4893).

[1188] In some embodiments, the disease or disorder associated with CDK2 is lung squamous cell carcinoma, lung adenocarcinoma, pancreatic adenocarcinoma, breast invasive carcinoma, uterine carcinosarcoma, ovarian serous cystadenocarcinoma, stomach adenocarcinoma, esophageal carcinoma, bladder urothelial carcinoma, mesothelioma, or sarcoma.

[1189] In some embodiments, the disease or disorder associated with CDK2 is lung adenocarcinoma, breast invasive carcinoma, uterine carcinosarcoma, ovarian serous cystadenocarcinoma, or stomach adenocarcinoma.

[1190] In some embodiments, the disease or disorder associated with CDK2 is an adenocarcinoma, carcinoma, or cystadenocarcinoma.

[1191] In some embodiments, the disease or disorder associated with CDK2 is uterine cancer, ovarian cancer, stomach cancer, esophageal cancer, lung cancer, bladder cancer, pancreatic cancer, or breast cancer.

[1192] In some embodiments, the disease or disorder associated with CDK2 is a cancer.

[1193] In some embodiments, the cancer is characterized by amplification or overexpression of CCNE1. In some embodiments, the cancer is ovarian cancer or breast cancer, characterized by amplification or overexpression of CCNE 1.

[1194] In some embodiments, the breast cancer is chemotherapy or radiotherapy resistant breast cancer, endocrine resistant breast cancer, trastuzumab resistant breast cancer, or breast cancer demonstrating primary or acquired resistance to CDK4/6 inhibition. In some embodiments, the breast cancer is advanced or metastatic breast cancer.

[1195] Examples of cancers that are treatable using the compounds of the present disclosure include, but are not limited to, bone cancer, pancreatic cancer, skin cancer, cancer of the head or neck, cutaneous or intraocular malignant melanoma, uterine cancer, ovarian cancer, rectal cancer, cancer of the anal region, stomach cancer, testicular cancer, uterine cancer, carcinoma of the fallopian tubes, carcinoma of the endometrium, endometrial cancer, carcinoma of the cervix, carcinoma of the vagina, carcinoma of the vulva, Hodgkin ^† s Disease, non- Hodgkin ^† s lymphoma, cancer of the esophagus, cancer of the small intestine, cancer of the endocrine system, cancer of the thyroid gland, cancer of the parathyroid gland, cancer of the adrenal gland, sarcoma of soft tissue, cancer of the urethra, cancer of the penis, chronic or acute leukemias including acute myeloid leukemia, chronic myeloid leukemia, acute lymphoblastic leukemia, chronic lymphocytic leukemia, solid tumors of childhood, lymphocytic lymphoma, cancer of the bladder, cancer of the kidney or urethra, carcinoma of the renal pelvis, neoplasm of the central nervous system (CN S), primary CNS lymphoma, tumor angiogenesis, spinal axis tumor, brain stem glioma, pituitary adenoma, Kaposi ^† s sarcoma, epidermoid cancer, squamous cell cancer, T-cell lymphoma, environmentally induced cancers including those induced by asbestos, and combinations of said cancers. The compounds of the present disclosure are also useful for the treatment of metastatic cancers.

[1196] In some embodiments, cancers treatable with compounds of the present disclosure include melanoma (e.g., metastatic malignant melanoma, BRAF and HSP90 inhibition-resistant melanoma), renal cancer (e.g., clear cell carcinoma), prostate cancer (e.g., hormone refractory prostate adenocarcinoma), breast cancer, colon cancer, lung cancer (e.g., non-small cell lung cancer and small cell lung cancer), squamous cell head and neck cancer, urothelial cancer (e.g., bladder) and cancers with high microsatellite instability (MSI ^high ). Additionally, the disclosure includes refractory or recurrent malignancies whose growth may be inhibited using the compounds of the disclosure.

[1197] In some embodiments, cancers that are treatable using the compounds of the present disclosure include, but are not limited to, solid tumors (e.g., prostate cancer, colon cancer, esophageal cancer, endometrial cancer, ovarian cancer, uterine cancer, renal cancer, hepatic cancer, pancreatic cancer, gastric cancer, breast cancer, lung cancer, cancers of the head and neck, thyroid cancer, glioblastoma, sarcoma, bladder cancer, etc.), hematological cancers (e.g., lymphoma, leukemia such as acute lymphoblastic leukemia (ALL), acute myelogenous leukemia (AML), chronic lymphocytic leukemia (CLL), chronic myelogenous leukemia (CML), DLBCL, mantle cell lymphoma, Non-Hodgkin lymphoma (including relapsed or refractory NHL and recurrent follicular), Hodgkin lymphoma or multiple myeloma) and combinations of said cancers.

[1198] In some embodiments, cancers that are treatable using the compounds of the present disclosure include, but are not limited to, cholangiocarcinoma, bile duct cancer, triple negative breast cancer, rhabdomyosarcoma, small cell lung cancer, leiomyosarcoma, hepatocellular carcinoma, Ewing ^† s sarcoma, brain cancer, brain tumor, astrocytoma, neuroblastoma, neurofibroma, basal cell carcinoma, chondrosarcoma, epithelioid sarcoma, eye cancer, Fallopian tube cancer, gastrointestinal cancer, gastrointestinal stromal tumors, hairy cell leukemia, intestinal cancer, islet cell cancer, oral cancer, mouth cancer, throat cancer, laryngeal cancer, lip cancer, mesothelioma, neck cancer, nasal cavity cancer, ocular cancer, ocular melanoma, pelvic cancer, rectal cancer, renal cell carcinoma, salivary gland cancer, sinus cancer, spinal cancer, tongue cancer, tubular carcinoma, urethral cancer, and ureteral cancer.

[1199] In some embodiments, the compounds of the present disclosure can be used to treat sickle cell disease and sickle cell anemia.

[1200] In some embodiments, diseases and indications that are treatable using the compounds of the present disclosure include, but are not limited to hematological cancers, sarcomas, lung cancers, gastrointestinal cancers, genitourinary tract cancers, liver cancers, bone cancers, nervous system cancers, gynecological cancers, and skin cancers.

[1201] Exemplary hematological cancers include lymphomas and leukemias such as acute lymphoblastic leukemia (ALL), acute myelogenous leukemia (AML), acute promyelocytic leukemia (APL), chronic lymphocytic leukemia (CLL), chronic myelogenous leukemia (CML), diffuse large B-cell lymphoma (DLBCL), mantle cell lymphoma, Non-Hodgkin lymphoma (including relapsed or refractory NHL and recurrent follicular), Hodgkin lymphoma, myeloproliferative diseases (e.g., primary myelofibrosis (PML), polycythemia vera (PV), and essential thrombocytosis (ET)), myelodysplasia syndrome (MDS), T-cell acute lymphoblastic lymphoma (T-ALL) and multiple myeloma (MM).

[1202] Exemplary sarcomas include chondrosarcoma, Ewing ^† s sarcoma, osteosarcoma, rhabdomyosarcoma, angiosarcoma, fibrosarcoma, liposarcoma, myxoma, rhabdomyoma, rhabdosarcoma, fibroma, lipoma, harmatoma, and teratoma.

[1203] Exemplary lung cancers include non-small cell lung cancer (NSCLC), small cell lung cancer (SCLC), bronchogenic carcinoma, squamous cell, undifferentiated small cell, undifferentiated large cell, adenocarcinoma, alveolar (bronchiolar) carcinoma, bronchial adenoma, chondromatous hamartoma, and mesothelioma.

[1204] Exemplary gastrointestinal cancers include cancers of the esophagus (squamous cell carcinoma, adenocarcinoma, leiomyosarcoma, lymphoma), stomach (carcinoma, lymphoma, leiomyosarcoma), pancreas (ductal adenocarcinoma, insulinoma, glucagonoma, gastrinoma, carcinoid tumors, vipoma), small bowel (adenocarcinoma, lymphoma, carcinoid tumors, Kaposi ^† s sarcoma, leiomyoma, hemangioma, lipoma, neurofibroma, fibroma), large bowel (adenocarcinoma, tubular adenoma, villous adenoma, hamartoma, leiomyoma), and colorectal cancer.

[1205] Exemplary genitourinary tract cancers include cancers of the kidney (adenocarcinoma, Wilm ^† s tumor [nephroblastoma]), bladder and urethra (squamous cell carcinoma, transitional cell carcinoma, adenocarcinoma), prostate (adenocarcinoma, sarcoma), and testis (seminoma, teratoma, embryonal carcinoma, teratocarcinoma, choriocarcinoma, sarcoma, interstitial cell carcinoma, fibroma, fibroadenoma, adenomatoid tumors, lipoma).

[1206] Exemplary liver cancers include hepatoma (hepatocellular carcinoma), cholangiocarcinoma, hepatoblastoma, angiosarcoma, hepatocellular adenoma, and hemangioma.

[1207] Exemplary bone cancers include, for example, osteogenic sarcoma (osteosarcoma), fibrosarcoma, malignant fibrous histiocytoma, chondrosarcoma, Ewing ^† s sarcoma, malignant lymphoma (reticulum cell sarcoma), multiple myeloma, malignant giant cell tumor chordoma, osteochronfroma (osteocartilaginous exostoses), benign chondroma, chondroblastoma, chondromyxofibroma, osteoid osteoma, and giant cell tumors

[1208] Exemplary nervous system cancers include cancers of the skull (osteoma, hemangioma, granuloma, xanthoma, osteitis deformans), meninges (meningioma, meningiosarcoma, gliomatosis), brain (astrocytoma, medulloblastoma, glioma, ependymoma, germinoma (pinealoma), glioblastoma, glioblastoma multiform, oligodendroglioma, schwannoma, retinoblastoma, congenital tumors), and spinal cord (neurofibroma, meningioma, glioma, sarcoma), as well as neuroblastoma and Lhermitte-Duclos disease.

[1209] Exemplary gynecological cancers include cancers of the uterus (endometrial carcinoma), cervix (cervical carcinoma, pre -tumor cervical dysplasia), ovaries (ovarian carcinoma (serous cystadenocarcinoma, mucinous cystadenocarcinoma, unclassified carcinoma), granulosa-thecal cell tumors, Sertoli-Leydig cell tumors, dysgerminoma, malignant teratoma), vulva (squamous cell carcinoma, intraepithelial carcinoma, adenocarcinoma, fibrosarcoma, melanoma), vagina (clear cell carcinoma, squamous cell carcinoma, botryoid sarcoma (embryonal rhabdomyosarcoma), and fallopian tubes (carcinoma).

[1210] Exemplary skin cancers include melanoma, basal cell carcinoma, Merkel cell carcinoma, squamous cell carcinoma, Kaposi ^† s sarcoma, moles dysplastic nevi, lipoma, angioma, dermatofibroma, and keloids. In some embodiments, diseases and indications that are treatable using the compounds of the present disclosure include, but are not limited to, sickle cell disease (e.g., sickle cell anemia), triple-negative breast cancer (TNBC), myelodysplastic syndromes, testicular cancer, bile duct cancer, esophageal cancer, and urothelial carcinoma.

[1211] It is believed that a provided compound or a pharmaceutically acceptable salt thereof may possess satisfactory pharmacological profile and promising biopharmaceutical properties, such as toxicological profile, metabolism and pharmacokinetic properties, solubility, and permeability. It will be understood that determination of appropriate biopharmaceutical properties is within the knowledge of a person skilled in the art, e.g., determination of cytotoxicity in cells or inhibition of certain targets or channels to determine potential toxicity.

[1212] As used herein, the terms “treatment,” “treat,” and “treating” refer to reversing, alleviating, delaying the onset of, or inhibiting the progress of a disease or disorder, or one or more symptoms thereof, as described herein. In some embodiments, treatment may be administered after one or more symptoms have developed. In other embodiments, treatment may be administered in the absence of symptoms. For example, treatment may be administered to a susceptible individual prior to the onset of symptoms (e.g., in light of a history of symptoms and/or in light of genetic or other susceptibility factors). Treatment may also be continued after symptoms have resolved, for example to prevent or delay their recurrence. [1213] The terms “individual” or “patient,” used interchangeably, refer to any animal, including mammals, preferably mice, rats, other rodents, rabbits, dogs, cats, swine, cattle, sheep, horses, or primates, and most preferably humans.

[1214] The phrase “therapeutically effective amount” refers to the amount of active compound or pharmaceutical agent that elicits the biological or medicinal response in a tissue, system, animal, individual or human that is being sought by a researcher, veterinarian, medical doctor or other clinician.

[1215] In some embodiments, the compounds of the invention are useful in preventing or reducing the risk of developing any of the diseases referred to herein; e.g., preventing or reducing the risk of developing a disease, condition or disorder in an individual who may be predisposed to the disease, condition or disorder but does not yet experience or display the pathology or symptomatology of the disease.

Co-Administration with One or More Other Therapeutic Agent(s)

[1216] Depending upon the particular condition, or disease, to be treated, additional therapeutic agents that are normally administered to treat that condition, can also be present in the compositions of this invention. As used herein, additional therapeutic agents that are normally administered to treat a particular disease, or condition, are known as “appropriate for the disease, or condition, being treated.”

[1217] In some embodiments, the present invention provides a method of treating a disclosed disease or condition comprising administering to a patient in need thereof an effective amount of a compound disclosed herein or a pharmaceutically acceptable salt thereof and co -administering simultaneously or sequentially an effective amount of one or more additional therapeutic agents, such as those described herein. In some embodiments, the method includes co-administering one additional therapeutic agent. In some embodiments, the method includes co-administering two additional therapeutic agents. In some embodiments, the combination of the disclosed compound and the additional therapeutic agent or agents acts synergistically.

[1218] A compound of the current invention can also be used in combination with known therapeutic processes, for example, the administration of hormones or radiation. In certain embodiments, a provided compound is used as a radiosensitizer, especially for the treatment of tumors which exhibit poor sensitivity to radiotherapy.

[1219] A compound of the current invention can be administered alone or in combination with one or more other therapeutic compounds, possible combination therapy taking the form of fixed combinations or the administration of a compound of the invention and one or more other therapeutic compounds being staggered or given independently of one another, or the combined administration of fixed combinations and one or more other therapeutic compounds. A compound of the current invention can besides, or in addition, be administered especially for tumor therapy in combination with chemotherapy, radiotherapy, immunotherapy, phototherapy, surgical intervention, or a combination of these. Long-term therapy is equally possible, as is adjuvant therapy in the context of other treatment strategies, as described above. Other possible treatments are therapy to maintain the patient ^† s status after tumor regression, or even chemopreventive therapy, for example in patients at risk.

[1220] One or more other therapeutic agent(s) can be administered separately from a compound or composition of the invention, as part of a multiple dosage regimen. Alternatively, one or more other therapeutic agent(s) may be part of a single dosage form, mixed together with a compound of this invention in a single composition. If administered as a multiple dosage regime, one or more other therapeutic agent(s) and a compound or composition of the invention can be administered simultaneously, sequentially or within a period of time from one another, for example within 1, 2, 3, 4, 5, 6, 7, 8, 9, 10, 11, 12, 13, 14, 15, 16, 17, 18, 18, 20, 21 , 22, 23, or 24 hours from one another. In some embodiments, one or more other therapeutic agent(s) and a compound or composition of the invention are administered as a multiple dosage regimen within greater than 24 hours apart.

[1221] As used herein, the term “combination,” “combined,” and related terms refers to the simultaneous or sequential administration of therapeutic agents in accordance with this invention. For example, a compound of the present invention can be administered with one or more other therapeutic agent(s) simultaneously or sequentially in separate unit dosage forms or together in a single unit dosage form. Accordingly, the present invention provides a single unit dosage form comprising a compound of the current invention, one or more other therapeutic agent(s), and a pharmaceutically acceptable earner, adjuvant, or vehicle.

[1222] The amount of a compound of the invention and one or more other therapeutic agent(s) (in those compositions which comprise an additional therapeutic agent as described above) that can be combined with the carrier materials to produce a single dosage form varies depending upon the host treated and the particular mode of administration. Preferably, a composition of the invention should be formulated so that a dosage of between 0.01 - 100 mg/kg body weight/day of a compound of the invention can be administered.

[1223] In those compositions which comprise one or more other therapeutic agent(s), the one or more other therapeutic agent(s) and a compound of the invention can act synergistically. Therefore, the amount of the one or more other therapeutic agent(s) in such compositions may be less than that required in a monotherapy utilizing only that therapeutic agent. In such compositions a dosage of between 0.01 - 1,000 pg/kg body weight/day of the one or more other therapeutic agent(s) can be administered.

[1224] The amount of one or more other therapeutic agent(s) present in the compositions of this invention may be no more than the amount that would normally be administered in a composition comprising that therapeutic agent as the only active agent. Preferably the amount of one or more other therapeutic agent(s) in the presently disclosed compositions ranges from about 50% to 100% of the amount normally present in a composition comprising that agent as the only therapeutically active agent. In some embodiments, one or more other therapeutic agent(s) is administered at a dosage of about 50%, about 55%, about 60%, about 65%, about 70%, about 75%, about 80%, about 85%, about 90%, or about 95% of the amount normally administered for that agent. As used herein, the phrase “normally administered” means the amount an FDA approved therapeutic agent is provided for dosing per the FDA label insert.

[1225] The compounds of this invention, or pharmaceutical compositions thereof, can also be incorporated into compositions for coating an implantable medical device, such as prostheses, artificial valves, vascular grafts, stents and catheters. Vascular stents, for example, have been used to overcome restenosis (re-narrowing of the vessel wall after injury). However, patients using stents or other implantable devices risk clot formation or platelet activation. These unwanted effects may be prevented or mitigated by pre-coating the device with a pharmaceutically acceptable composition comprising a kinase inhibitor. Implantable devices coated with a compound of this invention are another embodiment of the present invention.

Exemplary Other Therapeutic Agents

[1226] In some embodiments, one or more other therapeutic agent is a Poly ADP ribose polymerase (PARP) inhibitor. In some embodiments, a PARP inhibitor is selected from olaparib (LYNPARZA®, AstraZeneca); rucaparib (RUBRACA®, Clovis Oncology); niraparib (ZEJULA®, Tesaro); talazoparib (MDV3800/BMN 673/LT00673, Medivation/Pfizer/Biomarin); veliparib (ABT-888, Abb Vie); and BGB- 290 (BeiGene, Inc.).

[1227] In some embodiments, one or more other therapeutic agent is a histone deacetylase (HD AC) inhibitor. In some embodiments, an HD AC inhibitor is selected from vorinostat (ZOLIN ZA®, Merck); romidepsin (ISTODAX®, Celgene); panobinostat (FARYDAK®, Novartis); belinostat (BELEODAQ®, Spectrum Pharmaceuticals); entinostat (SNDX-275, Syndax Pharmaceuticals) (NCT00866333); and chidamide (EPIDAZA®, HBI-8000, Chipscreen Biosciences, China).

[1228] In some embodiments, one or more other therapeutic agent is a CDK inhibitor, such as a CDK4/CDK6 inhibitor. In some embodiments, a CDK 4/6 inhibitor is selected from palbociclib (1BRANCE®, Pfizer); ribociclib (K1SQALI®, Novartis); abemaciclib (Ly2835219, Eli Lilly); and trilaciclib (G1T28, G1 Therapeutics).

[1229] In some embodiments, one or more other therapeutic agent is a phosphatidylinositol 3 kinase (PI3K) inhibitor. In some embodiments, a PI3K inhibitor is selected from idelalisib (ZYDELIG®, Gilead), alpelisib (BYL719, Novartis), taselisib (GDC-0032, Genentech/Roche); pictilisib (GDC-0941, Genentech/Roche); copanlisib (BAY806946, Bayer); duvelisib (formerly IPI-145, Infinity Pharmaceuticals); PQR309 (Piqur Therapeutics, Switzerland); and TGR1202 (formerly RP5230, TG Therapeutics).

[1230] In some embodiments, one or more other therapeutic agent is a platinum-based therapeutic, also referred to as platins. Platins cause cross-linking of DNA, such that they inhibit DNA repair and/or DNA synthesis, mostly in rapidly reproducing cells, such as cancer cells. In some embodiments, a platinum-based therapeutic is selected from cisplatin (PLATINOL®, Bristol-Myers Squibb); carboplatin (PARAPLATIN®, Bristol-Myers Squibb; also, Teva; Pfizer); oxaliplatin (ELOXITIN® Sanofi-Aventis); nedaplatin (AQUPLA®, Shionogi), picoplatin (Poniard Pharmaceuticals); and satraplatin (JM-216, Agennix).

[1231] In some embodiments, one or more other therapeutic agent is a taxane compound, which causes disruption of microtubules, which are essential for cell division. In some embodiments, a taxane compound is selected from paclitaxel (TAXOL®, Bristol-Myers Squibb), docetaxel (TAXOTERE®, Sanofi-Aventis; DOCEFREZ®, Sun Pharmaceutical), albumin-bound paclitaxel (ABRAXANE®; Abraxis/Celgene), cabazitaxel (JEVTANA®, Sanofi-Aventis), and SID530 (SK Chemicals, Co.) (NCT00931008).

[1232] In some embodiments, one or more other therapeutic agent is a nucleoside inhibitor, or a therapeutic agent that interferes with normal DNA synthesis, protein synthesis, cell replication, or will otherwise inhibit rapidly proliferating cells.

[1233] In some embodiments, a nucleoside inhibitor is selected from trabectedin (guanidine alkylating agent, YONDELIS®, Janssen Oncology), mechlorethamine (alkylating agent, VALCHLOR®, Aktelion Pharmaceuticals); vincristine (ONCOVIN®, Eli Lilly; VINCAS AR®, Teva Pharmaceuticals; MARQIBO®, Talon Therapeutics); temozolomide (prodrug to alkylating agent 5-(3-methyltriazen-l-yl)- imidazole-4-carboxamide (MTIC) TEMODAR®, Merck); cytarabine injection (ara-C, antimetabolic cytidine analog, Pfizer); lomustine (alkylating agent, CEENU®, Bristol-Myers Squibb; GLEOSTINE®, NextSource Biotechnology); azacitidine (pyrimidine nucleoside analog of cytidine, VID AZA®, Celgene); omacetaxine mepesuccinate (cephalotaxine ester) (protein synthesis inhibitor, SYNRIBO®; Teva Pharmaceuticals); asparaginase Erwinia chrysanthemi (enzyme for depletion of asparagine, ELSPAR®, Lundbeck; ERWINAZE®, EUSA Pharma); eribulin mesylate (microtubule inhibitor, tubulin-based antimitotic, HALAVEN®, Eisai); cabazitaxel (microtubule inhibitor, tubulin-based antimitotic, JEVTANA®, Sanofi-Aventis); capacetrine (thymidylate synthase inhibitor, XELODA®, Genentech); bendamustine (bifunctional mechlorethamine derivative, believed to form interstrand DNA cross-links, TREANDA®, Cephalon/Teva); ixabepilone (semi-synthetic analog of epothilone B, microtubule inhibitor, tubulin-based antimitotic, IXEMPRA®, Bristol-Myers Squibb); nelarabine (prodrug of deoxyguanosine analog, nucleoside metabolic inhibitor, ARRANON®, Novartis); clorafabine (prodrug of ribonucleotide reductase inhibitor, competitive inhibitor of deoxycytidine, CLOLAR®, Sanofi-Aventis); and trifluridine and tipiracil (thymidine -based nucleoside analog and thymidine phosphorylase inhibitor, LONSURF®, Taiho Oncology).

[1234] In some embodiments, one or more other therapeutic agent is a kinase inhibitor or VEGF-R antagonist. Approved VEGF inhibitors and kinase inhibitors useful in the present invention include: bevacizumab (AVASTIN®, Genentech/Roche) an anti- VEGF monoclonal antibody; ramucirumab (CYRAMZA®, Eli Lilly), an anti-VEGFR-2 antibody and ziv-aflibercept, also known as VEGF Trap (ZALTRAP®; Regeneron/Sanofi). VEGFR inhibitors, such as regorafenib (STIVARGA®, Bayer); vandetanib (CAPRELSA®, AstraZeneca); axitinib (INLYTA®, Pfizer); and lenvatinib (LENVIMA®, Eisai); Raf inhibitors, such as sorafenib (NEXAVAR®, Bayer AG and Onyx); dabrafenib (TAF1NLAR®, Novartis); and vemurafenib (ZELBORAF®, Genentech/Roche); MEK inhibitors, such as cobimetanib (COTELLIC®, Exelexis/Genentech/Roche); trametinib (MEK1NIST®, Novartis); Bcr-Abl tyrosine kinase inhibitors, such as imatinib (GLEEVEC®, Novartis); nilotinib (TASIGNA®, Novartis); dasatinib (SPRYCEL®, BristolMyers Squibb); bosutinib (BOSULIF®, Pfizer); and ponatinib (INCLUSIG®, Ariad Pharmaceuticals); Her2 and EGFR inhibitors, such as gefitinib (IRESSA®, AstraZeneca); erlotinib (TARCEEVA®, Genentech/Roche/Astellas); lapatinib (TYKERB®, Novartis); afatinib (GILOTRIF®, Boehringer Ingelheim); osimertinib (targeting activated EGFR, TAGRIS SO®, AstraZeneca); and brigatinib (ALUNBRIG®, Ariad Pharmaceuticals); c-Met and VEGFR ₂ inhibitors, such as cabozanitib (COMETRIQ®, Exelexis); and multikinase inhibitors, such as sunitinib (SUTENT®, Pfizer); pazopanib (VOTRIENT®, Novartis); ALK inhibitors, such as crizotinib (XALKORI®, Pfizer); ceritinib (ZYKADIA®, Novartis); and alectinib (ALECENZa®, Genentech/Roche); Bruton’s tyrosine kinase inhibitors, such as ibrutinib (IMBRUVICA®, Pharmacyclics/Janssen); and Flt3 receptor inhibitors, such as midostaurin (RYDAPT®, Novartis).

[1235] Other kinase inhibitors and VEGF-R antagonists that are in development and may be used in the present invention include tivozanib (Aveo Pharmaceuticals); vatalanib (Bayer/Novartis); lucitanib (Clovis Oncology); dovitinib (TK1258, Novartis); Chiauanib (Chipscreen Biosciences); CEP-11981 (Cephalon); linifanib (Abbott Laboratories); neratinib (HK1-272, Puma Biotechnology); radotinib (SUPECT®, IY5511, II- Yang Pharmaceuticals, S. Korea); ruxolitinib (JAKAFI®, Incyte Corporation); PTC299 (PTC Therapeutics); CP-547,632 (Pfizer); foretinib (Exelexis, GlaxoSmithKline); quizartinib (Daiichi Sankyo) and motesanib (Amgen/Takeda).

[1236] In some embodiments, one or more other therapeutic agent is an mTOR inhibitor, which inhibits cell proliferation, angiogenesis and glucose uptake. In some embodiments, an mTOR inhibitor is everolimus (AFINITOR®, Novartis); temsirolimus (TORISEL®, Pfizer); and sirolimus (RAPAMUNE®, Pfizer).

[1237] In some embodiments, one or more other therapeutic agent is a proteasome inhibitor. Approved proteasome inhibitors useful in the present invention include bortezomib (VELCADE®, Takeda); carfilzomib (KYPROLIS®, Amgen); and ixazomib (N1NLAR0®, Takeda).

[1238] In some embodiments, one or more other therapeutic agent is a growth factor antagonist, such as an antagonist of platelet-derived growth factor (PDGF), or epidermal growth factor (EGF) or its receptor (EGFR). Approved PDGF antagonists which may be used in the present invention include olaratumab (LARTRUVO®; Eli Lilly). Approved EGFR antagonists which may be used in the present invention include cetuximab (ERBITUX®, Eli Lilly); necitumumab (PORTRAZZA®, Eli Lilly), panitumumab (VECTIBIX®, Amgen); and osimertinib (targeting activated EGFR, TAGRISSO®, AstraZeneca).

[1239] In some embodiments, one or more other therapeutic agent is an aromatase inhibitor. In some embodiments, an aromatase inhibitor is selected from exemestane (AROMASIN®, Pfizer); anastazole (ARIMIDEX®, AstraZeneca) and letrozole (FEMARA®, Novartis).

[1240] In some embodiments, one or more other therapeutic agent is an antagonist of the hedgehog pathway. Approved hedgehog pathway inhibitors which may be used in the present invention include sonidegib (ODOMZO®, Sun Pharmaceuticals); and vismodegib (ERIVEDGE®, Genentech), both for treatment of basal cell carcinoma.

[1241] In some embodiments, one or more other therapeutic agent is a folic acid inhibitor. Approved folic acid inhibitors useful in the present invention include pemetrexed (ALIMTA®, Eli Lilly).

[1242] In some embodiments, one or more other therapeutic agent is a CC chemokine receptor 4 (CCR4) inhibitor. CCR4 inhibitors being studied that may be useful in the present invention include mogamulizumab (POTELIGEO®, Kyowa Hakko Kirin, lapan).

[1243] In some embodiments, one or more other therapeutic agent is an isocitrate dehydrogenase (IDH) inhibitor. IDH inhibitors being studied which may be used in the present invention include AG120 (Celgene; NCT02677922); AG221 (Celgene, NCT02677922; NCT02577406); BAY1436032 (Bayer, NCT02746081); IDH305 (Novartis, NCT02987010).

[1244] In some embodiments, one or more other therapeutic agent is an arginase inhibitor. Arginase inhibitors being studied which may be used in the present invention include AEB1102 (pegylated recombinant arginase, Aeglea Biotherapeutics), which is being studied in Phase 1 clinical trials for acute myeloid leukemia and myelodysplastic syndrome (NCT02732184) and solid tumors (NCT02561234); and CB-1158 (Calithera Biosciences).

[1245] In some embodiments, one or more other therapeutic agent is a glutaminase inhibitor. Glutaminase inhibitors being studied which may be used in the present invention include CB-839 (Calithera Biosciences).

[1246] In some embodiments, one or more other therapeutic agent is an antibody that binds to tumor antigens, that is, proteins expressed on the cell surface of tumor cells. Approved antibodies that bind to tumor antigens which may be used in the present invention include rituximab (R1TUXAN®, Genentech/Biogenldec); ofatumumab (anti-CD20, ARZERRA®, GlaxoSmithKline); obinutuzumab (anti- CD20, GAZYVA®, Genentech), ibritumomab (anti-CD20 and Yttrium-90, ZEVALIN®, Spectrum Pharmaceuticals); daratumumab (anti-CD38, DARZALEX®, Janssen Biotech), dinutuximab (anti- glycolipid GD2, UNITUXIN®, United Therapeutics); trastuzumab (anti-HER ₂ , HERCEPTIN®, Genentech); ado-trastuzumab emtansine (anti-HER ₂ , fused to emtansine, KADCYLA®, Genentech); and pertuzumab (anti-HER ₂ , PERJETA®, Genentech); and brentuximab vedotin (anti-CD30-drug conjugate, ADCETRIS®, Seattle Genetics).

[1247] In some embodiments, one or more other therapeutic agent is a topoisomerase inhibitor. Approved topoisomerase inhibitors useful in the present invention include irinotecan (ONIVYDE®, Merrimack Pharmaceuticals); topotecan (HYCAMTIN®, GlaxoSmithKline). Topoisomerase inhibitors being studied which may be used in the present invention include pixantrone (PIXUVRI®, CTI Biopharma).

[1248] In some embodiments, one or more other therapeutic agent is an inhibitor of anti-apoptotic proteins, such as BCL-2. Approved anti-apoptotics which may be used in the present invention include venetoclax (VENCLEXTA®, AbbVie/Genentech); and blinatumomab (BLINCYTO®, Amgen). Other therapeutic agents targeting apoptotic proteins which have undergone clinical testing and may be used in the present invention include navitoclax (ABT-263, Abbott), a BCL-2 inhibitor (NCT02079740).

[1249] In some embodiments, one or more other therapeutic agent is an androgen receptor inhibitor. Approved androgen receptor inhibitors useful in the present invention include enzalutamide (XTANDI®, Astellas/Medivation); approved inhibitors of androgen synthesis include abiraterone (ZYTIGA®, Centocor/Ortho); approved antagonist of gonadotropin-releasing hormone (GnRH) receptor (degaralix, FIRMAGON®, Ferring Pharmaceuticals).

[1250] In some embodiments, one or more other therapeutic agent is a selective estrogen receptor modulator (SERM), which interferes with the synthesis or activity of estrogens. Approved SERMs useful in the present invention include raloxifene (EVISTA®, Eli Lilly).

[1251] In some embodiments, one or more other therapeutic agent is an inhibitor of bone resorption. An approved therapeutic which inhibits bone resorption is Denosumab (XGEVA®, Amgen), an antibody that binds to RANKL, prevents binding to its receptor RANK, found on the surface of osteoclasts, their precursors, and osteoclast-like giant cells, which mediates bone pathology in solid tumors with osseous metastases. Other approved therapeutics that inhibit bone resorption include bisphosphonates, such as zoledronic acid (ZOMETA®, Novartis).

[1252] In some embodiments, one or more other therapeutic agent is an inhibitor of interaction between the two primary p53 suppressor proteins, MDMX and MDM2. Inhibitors of p53 suppression proteins being studied which may be used in the present invention include ALRN-6924 (Aileron), a stapled peptide that equipotently binds to and disrupts the interaction of MDMX and MDM2 with p53. ALRN- 6924 is currently being evaluated in clinical trials for the treatment of AML, advanced myelodysplastic syndrome (MDS) and peripheral T-cell lymphoma (PTCL) (NCT02909972; NCT02264613).

[1253] In some embodiments, one or more other therapeutic agent is an inhibitor of transforming growth factor-beta (TGF-beta or TGFB). Inhibitors of TGF-beta proteins being studied which may be used in the present invention include NIS793 (Novartis), an anti-TGF-beta antibody being tested in the clinic for treatment of various cancers, including breast, lung, hepatocellular, colorectal, pancreatic, prostate and renal cancer (NCT 02947165). In some embodiments, the inhibitor of TGF-beta proteins is fresolimumab (GCI008; Sanofi-Genzyme), which is being studied for melanoma (NCT00923169); renal cell carcinoma (NCT00356460); and non-small cell lung cancer (NCT02581787). Additionally, in some embodiments, the additional therapeutic agent is a TGF-beta trap, such as described in Connolly et al. (2012) Int’l J. Biological Sciences 8:964-978. One therapeutic compound currently in clinical trials for treatment of solid tumors is M7824 (Merck KgaA - formerly MSB0011459X), which is a bispecific, anti-PD-El/TGF-β trap compound (NCT02699515); and (NCT02517398). M7824 is comprised of a fully human IgGl antibody against PD-E1 fused to the extracellular domain of human TGF-beta receptor II, which functions as a TGF- P“trap.”

[1254] In some embodiments, one or more other therapeutic agent is selected from glembatumumab vedotin-monomethyl auristatin E (MMAE) (Celldex), an anti-glycoprotein NMB (gpNMB) antibody (CR011) linked to the cytotoxic MMAE. gpNMB is a protein overexpressed by multiple tumor types associated with cancer cells’ ability to metastasize.

[1255] In some embodiments, one or more other therapeutic agents is an antiproliferative compound. Such antiproliferative compounds include, but are not limited to aromatase inhibitors; antiestrogens; topoisomerase I inhibitors; topoisomerase II inhibitors; microtubule active compounds; alkylating compounds; histone deacetylase inhibitors; compounds which induce cell differentiation processes; cyclooxygenase inhibitors; MMP inhibitors; mTOR inhibitors; antineoplastic antimetabolites; platin compounds; compounds targeting/decreasing a protein or lipid kinase activity and further anti -angiogenic compounds; compounds which target, decrease or inhibit the activity of a protein or lipid phosphatase; gonadorelin agonists; anti-androgens; methionine aminopeptidase inhibitors; matrix metalloproteinase inhibitors; bisphosphonates; biological response modifiers; antiproliferative antibodies; heparanase inhibitors; inhibitors of Ras oncogenic isoforms; telomerase inhibitors; proteasome inhibitors; compounds used in the treatment of hematologic malignancies; compounds which target, decrease or inhibit the activity of Flt-3; Hsp90 inhibitors such as 17-AAG (17-allylaminogeldanamycin, NSC330507), 17-DMAG (17- dimethylaminoethylamino-17-demethoxy-geldanamycin, NSC707545), IPI-504, TEMODAL CNF1010, CNF2024, CNF 1010 from Conforma Therapeutics; temozolomide (TEMODAL®); kinesin spindle protein inhibitors, such as SB715992 or SB743921 from GlaxoSmithKline, or pentamidine/chlorpromazine from CombinatoRx; MEK inhibitors such as ARRY142886 from Array BioPharma, AZdg244 from AstraZeneca, PD181461 from Pfizer and leucovorin.

[1256] The term “aromatase inhibitor” as used herein relates to a compound which inhibits estrogen production, for instance, the conversion of the substrates androstenedione and testosterone to estrone and estradiol, respectively. The term includes, but is not limited to steroids, especially atamestane, exemestane and formestane and, in particular, non-steroids, especially aminoglutethimide, roglethimide, pyridoglutethimide, trilostane, testolactone, ketokonazole, vorozole, fadrozole, anastrozole and letrozole. Exemestane is marketed under the trade name AROMASIN™. Formestane is marketed under the trade name LENTARON™. Fadrozole is marketed under the trade name AFEMA™. Anastrozole is marketed under the trade name ARIMIDEX™. Letrozole is marketed under the trade names FEMARA™ or FEMAr™. Aminoglutethimide is marketed under the trade name ORIMETEN™. A combination of the invention comprising a chemotherapeutic agent which is an aromatase inhibitor is particularly useful for the treatment of hormone receptor positive tumors, such as breast tumors.

[1257] The term "antiestrogen" as used herein relates to a compound which antagonizes the effect of estrogens at the estrogen receptor level. The term includes, but is not limited to tamoxifen, fulvestrant, raloxifene and raloxifene hydrochloride. Tamoxifen is marketed under the trade name NOLVADEX™. Raloxifene hydrochloride is marketed under the trade name EVISTA™. Fulvestrant can be administered under the trade name FASLODEX™. A combination of the invention comprising a chemotherapeutic agent which is an antiestrogen is particularly useful for the treatment of estrogen receptor positive tumors, such as breast tumors.

[1258] The term "anti-androgen" as used herein relates to any substance which is capable of inhibiting the biological effects of androgenic hormones and includes, but is not limited to, bicalutamide (CASODEX™). The term "gonadorelin agonist" as used herein includes, but is not limited to abarelix, goserelin, and goserelin acetate. Goserelin can be administered under the trade name ZOLADEX™.

[1259] The term "topoisomerase I inhibitor" as used herein includes, but is not limited to topotecan, gimatecan, irinotecan, camptothecian and its analogues, 9-nitrocamptothecin and the macromolecular camptothecin conjugate PNU-166148. Irinotecan can be administered, e.g., in the form as it is marketed, e.g. , under the trademark CAMPTOSAR™. Topotecan is marketed under the trade name HY CAMPTIN™.

[1260] The term "topoisomerase II inhibitor" as used herein includes, but is not limited to the anthracyclines such as doxorubicin (including liposomal formulation, such as CAELYX™), daunorubicin, epirubicin, idarubicin and nemorubicin, the anthraquinones mitoxantrone and losoxantrone, and the podophillotoxines etoposide and teniposide. Etoposide is marketed under the trade name ETOPOPHOS™. Teniposide is marketed under the trade name VM 26-Bristol Doxorubicin is marketed under the trade name ACRIBLASTIN™ or ADRIAMYCIN™. Epirubicin is marketed under the trade name FARMORUBICIN™. Idarubicin is marketed, under the trade name ZAVEDOS™. Mitoxantrone is marketed under the trade name NOVANTRON™.

[1261] The term "microtubule active agent" relates to microtubule stabilizing, microtubule destabilizing compounds and microtublin polymerization inhibitors including, but not limited to taxanes, such as paclitaxel and docetaxel; vinca alkaloids, such as vinblastine or vinblastine sulfate, vincristine or vincristine sulfate, and vinorelbine; discodermolides; cochicine and epothilones and derivatives thereof. Paclitaxel is marketed under the trade name TAXOL™. Docetaxel is marketed under the trade name TAXOTERE™. Vinblastine sulfate is marketed under the trade name VINBLASTIN R.P™. Vincristine sulfate is marketed under the trade name FARMISTIN™.

[1262] The term "alkylating agent" as used herein includes, but is not limited to, cyclophosphamide, ifosfamide, melphalan or nitrosourea (BCNU or Gliadel). Cyclophosphamide is marketed under the trade name CYCLOSTIN™. Ifosfamide is marketed under the trade name HOLOXAN™.

[1263] The term "histone deacetylase inhibitors" or "HDAC inhibitors" relates to compounds which inhibit the histone deacetylase and which possess antiproliferative activity. This includes, but is not limited to, suberoylanilide hydroxamic acid (SAHA).

[1264] The term "antineoplastic antimetabolite" includes, but is not limited to, 5 -fluorouracil or 5-FU, capecitabine, gemcitabine, DNA demethylating compounds, such as 5-azacytidine and decitabine, methotrexate and edatrexate, and folic acid antagonists such as pemetrexed. Capecitabine is marketed under the trade name XELODA™. Gemcitabine is marketed under the trade name GEMZAR™.

[1265] The term "platin compound" as used herein includes, but is not limited to, carboplatin, cis- platin, cisplatinum and oxaliplatin. Carboplatin can be administered, e.g. , in the form as it is marketed, e.g. , under the trademark CARBOPLAT™. Oxaliplatin can be administered, e.g., in the form as it is marketed, e.g. under the trademark ELOXAT1N™.

[1266] The term "compounds targeting/ decreasing a protein or lipid kinase activity; or a protein or lipid phosphatase activity; or further anti-angiogenic compounds" as used herein includes, but is not limited to, protein tyrosine kinase and/or serine and/or threonine kinase inhibitors or lipid kinase inhibitors, such as a) compounds targeting, decreasing or inhibiting the activity of the platelet-derived growth factor- receptors (PDGFR), such as compounds which target, decrease or inhibit the activity of PDGFR, especially compounds which inhibit the PDGF receptor, such as an N-phenyl-2-pyrimidine-amine derivative, such as imatinib, SU101, SU6668 and GFB-111; b) compounds targeting, decreasing or inhibiting the activity of the fibroblast growth factor-receptors (FGFR); c) compounds targeting, decreasing or inhibiting the activity of the insulin-like growth factor receptor I (IGF-IR), such as compounds which target, decrease or inhibit the activity of IGF-IR, especially compounds which inhibit the kinase activity of IGF-I receptor, or antibodies that target the extracellular domain of IGF-I receptor or its growth factors; d) compounds targeting, decreasing or inhibiting the activity of the Trk receptor tyrosine kinase family, or ephrin B4 inhibitors; e) compounds targeting, decreasing or inhibiting the activity of the Axl receptor tyrosine kinase family; f) compounds targeting, decreasing or inhibiting the activity of the Ret receptor tyrosine kinase; g) compounds targeting, decreasing or inhibiting the activity of the Kit/SCFR receptor tyrosine kinase, such as imatinib; h) compounds targeting, decreasing or inhibiting the activity of the C-kit receptor tyrosine kinases, which are part of the PDGFR family, such as compounds which target, decrease or inhibit the activity of the c-Kit receptor tyrosine kinase family, especially compounds which inhibit the c-Kit receptor, such as imatinib; i) compounds targeting, decreasing or inhibiting the activity of members of the c-Abl family, their gene-fusion products (e.g, BCR-Abl kinase) and mutants, such as compounds which target decrease or inhibit the activity of c-Abl family members and their gene fusion products, such as an N- phenyl-2-pyrimidine-amine derivative, such as imatinib or nilotinib (AMN107); PD180970; AG957; NSC 680410; PD173955 from ParkeDavis; or dasatinib (BMS-354825); j) compounds targeting, decreasing or inhibiting the activity of members of the protein kinase C (PKC) and Raf family of serine/threonine kinases, members of the MEK, SRC, JAK/pan-JAK, FAK, PDK1, PKB/Akt, Ras/MAPK, PI3K, SYK, TYK2, BTK and TEC family, and/or members of the cyclin-dependent kinase family (CDK) including staurosporine derivatives, such as midostaurin; examples of further compounds include UCN-01, safingol, BAY 43-9006, Bryostatin 1, Perifosine; llmofosine; RO 318220 and RO 320432; GO 6976; Isis 3521; LY333531/LY379196; isochinoline compounds; FTIs; PD184352 or QAN697 (a P13K inhibitor) or AT7519 (CDK inhibitor); k) compounds targeting, decreasing or inhibiting the activity of protein-tyrosine kinase inhibitors, such as compounds which target, decrease or inhibit the activity of protein-tyrosine kinase inhibitors include imatinib mesylate (GLEEVEC™) or tyrphostin such as Tyrphostin A23/RG-50810; AG 99; Tyrphostin AG 213; Tyrphostin AG 1748; Tyrphostin AG 490; Tyrphostin B44; Tyrphostin B44 (+) enantiomer; Tyrphostin AG 555; AG 494; Tyrphostin AG 556, AG957 and adaphostin (4-{[(2,5- dihydroxyphenyl)methyl] amino} -benzoic acid adamantyl ester; NSC 680410, adaphostin); 1) compounds targeting, decreasing or inhibiting the activity of the epidermal growth factor family of receptor tyrosine kinases (EGFR ₁ ErbB2, ErbB3, ErbB4 as homo- or heterodimers) and their mutants, such as compounds which target, decrease or inhibit the activity of the epidermal growth factor receptor family are especially compounds, proteins or antibodies which inhibit members of the EGF receptor tyrosine kinase family, such as EGF receptor, ErbB2, ErbB3 and ErbB4 or bind to EGF or EGF related ligands, CP 358774, ZD 1839, ZM 105180; trastuzumab (HERCEPTIN™), cetuximab (ERBITUX™), Iressa, Tarceva, OSI-774, Cl- 1033, EKB-569, GW-2016, El.l, E2.4, E2.5, E6.2, E6.4, E2.l l, E6.3 or E7.6.3, and 7H-pyrrolo-[2,3- d]pyrimidine derivatives; m) compounds targeting, decreasing or inhibiting the activity of the c-Met receptor, such as compounds which target, decrease or inhibit the activity of c-Met, especially compounds which inhibit the kinase activity of c-Met receptor, or antibodies that target the extracellular domain of c- Met or bind to HGF, n) compounds targeting, decreasing or inhibiting the kinase activity of one or more JAK family members (JAK1/JAK2/JAK3/TYK2 and/or pan-JAK), including but not limited to PRT- 062070, SB-1578, baricitinib, pacritinib, momelotinib, VX-509, AZD-1480, TG-101348, tofacitinib, and ruxolitinib; o) compounds targeting, decreasing or inhibiting the kinase activity of PI3 kinase (PI3K) including but not limited to ATU-027, SF-1126, DS-7423, PBI-05204, GSK-2126458, ZSTK-474, buparlisib, pictrelisib, PF-4691502, BYL-719, dactolisib, XL-147, XL-765, and idelalisib; and; and q) compounds targeting, decreasing or inhibiting the signaling effects of hedgehog protein (Hh) or smoothened receptor (SMO) pathways, including but not limited to cyclopamine, vismodegib, itraconazole, erismodegib, and IPI-926 (saridegib).

[1267] The term “PI3K inhibitor” as used herein includes, but is not limited to compounds having inhibitory activity against one or more enzymes in the phosphatidylinositol-3-kinase family, including, but not limited to PI3Ka, PI3Ky, PI3K5, PI3K0, PI3K-C2a, PI3K-C20, PI3K-C2y, Vps34, pllO-a, pl lO-p, pl lO-y, pl 10-8, p85-a, p85-[3, p55-y, pl50, pl 01, and p87. Examples of PI3K inhibitors useful in this invention include but are not limited to ATU-027, SF-1126, DS-7423, PBI-05204, GSK-2126458, ZSTK- 474, buparlisib, pictrelisib, PF-4691502, BYL-719, dactolisib, XL-147, XL-765, and idelalisib.

[1268] The term “Bcl-2 inhibitor” as used herein includes, but is not limited to compounds having inhibitory activity against B-cell lymphoma 2 protein (Bcl-2), including but not limited to ABT- 199, ABT- 731, ABT-737, apogossypol, Ascenta’s pan-Bcl-2 inhibitors, curcumin (and analogs thereof), dual Bcl- 2/Bcl-xL inhibitors (Infinity Pharmaceuticals/Novartis Pharmaceuticals), Genasense (G3139), HA14-1 (and analogs thereof; see W02008118802), navitoclax (and analogs thereof, see US7390799), NH-1 (Shenayng Pharmaceutical University), obatoclax (and analogs thereof, see W02004106328), S-001 (Gloria Pharmaceuticals), TW series compounds (Univ, of Michigan), and venetoclax. In some embodiments the Bcl-2 inhibitor is a small molecule therapeutic. In some embodiments the Bcl-2 inhibitor is a peptidomimetic.

[1269] The term “BTK inhibitor” as used herein includes, but is not limited to compounds having inhibitory activity against Bruton’s Tyrosine Kinase (BTK), including, but not limited to AVL-292 and ibrutinib.

[1270] The term “SYK inhibitor” as used herein includes, but is not limited to compounds having inhibitory activity against spleen tyrosine kinase (SYK), including but not limited to PRT-062070, R-343, R-333, Excellair, PRT-062607, and fostamatinib.

[1271] Further examples of BTK inhibitory compounds, and conditions treatable by such compounds in combination with compounds of this invention can be found in W02008039218 and WO2011090760, the entirety of which are incorporated herein by reference.

[1272] Further examples of SYK inhibitory compounds, and conditions treatable by such compounds in combination with compounds of this invention can be found in W02003063794, W02005007623, and W02006078846, the entirety of which are incorporated herein by reference.

[1273] Further examples of PI3K inhibitory compounds, and conditions treatable by such compounds in combination with compounds of this invention can be found in W02004019973, W02004089925, W02007016176, US8138347, W02002088112, W02007084786, W02007129161, W02006122806, W02005113554, and W02007044729 the entirety of which are incorporated herein by reference.

[1274] Further examples of JAK inhibitory compounds, and conditions treatable by such compounds in combination with compounds of this invention can be found in W02009114512, W02008109943, W02007053452, W02000142246, and W02007070514, the entirety of which are incorporated herein by reference.

[1275] Further anti- angiogenic compounds include compounds having another mechanism for their activity, e.g. , unrelated to protein or lipid kinase inhibition e.g. , thalidomide (THALOMID™) and TNP- 470.

[1276] Examples of proteasome inhibitors useful for use in combination with compounds of the invention include, but are not limited to bortezomib, disulfiram, epigallocatechin-3 -gallate (EGCG), salinosporamide A, carfilzomib, ONX-0912, CEP-18770, and MLN9708.

[1277] Compounds which target, decrease or inhibit the activity of a protein or lipid phosphatase are e.g. inhibitors of phosphatase 1, phosphatase 2A, or CDC25, such as okadaic acid or a derivative thereof.

[1278] Compounds which induce cell differentiation processes include, but are not limited to, retinoic acid, a- y- or 5- tocopherol or a- y- or 5-tocotrienol.

[1279] The term cyclooxygenase inhibitor as used herein includes, but is not limited to, Cox-2 inhibitors, 5-alkyl substituted 2- arylaminophenylacetic acid and derivatives, such as celecoxib (CELEBREX™), rofecoxib (VIOXX™), etoricoxib, valdecoxib or a 5-alkyl-2- arylaminophenylacetic acid, such as 5-methyl-2-(2 ^† -chloro-6 ^† -fluoroanilino)phenyl acetic acid, lumiracoxib.

[1280] The term "bisphosphonates" as used herein includes, but is not limited to, etridonic, clodronic, tiludronic, pamidronic, alendronic, ibandronic, risedronic and zoledronic acid. Etridonic acid is marketed under the trade name DIDRONEL™. Clodronic acid is marketed under the trade name BONEFOS™. Tiludronic acid is marketed under the trade name Skelid™. Pamidronic acid is marketed under the trade name AREDIA™. Alendronic acid is marketed under the trade name FOSAMAX™. Ibandronic acid is marketed under the trade name BONDRANAT™. Risedronic acid is marketed under the trade name ACTONEL™. Zoledronic acid is marketed under the trade name ZOMETA™. The term "mTOR inhibitors" relates to compounds which inhibit the mammalian target of rapamycin (mTOR) and which possess antiproliferative activity such as sirolimus (RAPAMUNE®), everolimus (CERTICAN™), CCI-779 and ABT578.

[1281] The term "heparanase inhibitor" as used herein refers to compounds which target, decrease or inhibit heparin sulfate degradation. The term includes, but is not limited to, PI-88. The term "biological response modifier" as used herein refers to a lymphokine or interferons.

[1282] The term "inhibitor of Ras oncogenic isoforms", such as H-Ras, K-Ras, or N-Ras, as used herein refers to compounds which target, decrease or inhibit the oncogenic activity of Ras; for example, a "famesyl transferase inhibitor" such as L-744832, DK8G557 or R115777 (ZARNESTRA™). The term "telomerase inhibitor" as used herein refers to compounds which target, decrease or inhibit the activity of telomerase. Compounds which target, decrease or inhibit the activity of telomerase are especially compounds which inhibit the telomerase receptor, such as telomestatin.

[1283] The term "methionine aminopeptidase inhibitor" as used herein refers to compounds which target, decrease or inhibit the activity of methionine aminopeptidase. Compounds which target, decrease or inhibit the activity of methionine aminopeptidase include, but are not limited to, bengamide or a derivative thereof.

[1284] The term "proteasome inhibitor" as used herein refers to compounds which target, decrease or inhibit the activity of the proteasome. Compounds which target, decrease or inhibit the activity of the proteasome include, but are not limited to, Bortezomib (VELCADE™) and MLN 341.

[1285] The term "matrix metalloproteinase inhibitor" or ("MMP" inhibitor) as used herein includes, but is not limited to, collagen peptidomimetic and nonpeptidomimetic inhibitors, tetracycline derivatives, e.g., hydroxamate peptidomimetic inhibitor batimastat and its orally bioavailable analogue marimastat (BB- 2516), prinomastat (AG3340), metastat (NSC 683551) BMS-279251, BAY 12-9566, TAA211 , MM1270B or AAJ996.

[1286] The term "compounds used in the treatment of hematologic malignancies" as used herein includes, but is not limited to, FMS-like tyrosine kinase inhibitors, which are compounds targeting, decreasing or inhibiting the activity of FMS-like tyrosine kinase receptors (Flt-3R); interferon, 1-|3-D- arabinofuransylcytosine (ara-c) and bisulfan; and ALK inhibitors, which are compounds which target, decrease or inhibit anaplastic lymphoma kinase.

[1287] Compounds which target, decrease or inhibit the activity of FMS-like tyrosine kinase receptors (Flt-3R) are especially compounds, proteins or antibodies which inhibit members of the Flt-3R receptor kinase family, such as PKC412, midostaurin, a staurosporine derivative, SU11248 and MLN518.

[1288] The term "HSP90 inhibitors" as used herein includes, but is not limited to, compounds targeting, decreasing or inhibiting the intrinsic ATPase activity of HSP90; degrading, targeting, decreasing or inhibiting the HSP90 client proteins via the ubiquitin proteosome pathway. Compounds targeting, decreasing or inhibiting the intrinsic ATPase activity of HSP90 are especially compounds, proteins or antibodies which inhibit the ATPase activity of HSP90, such as 17-allylamino,17-demethoxygeldanamycin (17AAG), a geldanamycin derivative; other geldanamycin related compounds; radicicol and HD AC inhibitors.

[1289] The term "antiproliferative antibodies" as used herein includes, but is not limited to, trastuzumab (HERCEPTIN™), Trastuzumab-DMl, erbitux, bevacizumab (AVASTIN™), rituximab (RITUXAN®), PRO64553 (anti-CD40) and 2C4 Antibody. By antibodies is meant intact monoclonal antibodies, polyclonal antibodies, multispecific antibodies formed from at least 2 intact antibodies, and antibodies fragments so long as they exhibit the desired biological activity.

[1290] For the treatment of acute myeloid leukemia (AML), compounds of the current invention can be used in combination with standard leukemia therapies, especially in combination with therapies used for the treatment of AML. In particular, compounds of the current invention can be administered in combination with, for example, famesyl transferase inhibitors and/or other drugs useful for the treatment of AML, such as Daunorubicin, Adriamycin, Ara-C, VP- 16, Teniposide, Mitoxantrone, Idarubicin, Carboplatinum and PKC412.

[1291] Other anti-leukemic compounds include, for example, Ara-C, a pyrimidine analog, which is the 2 -alpha-hydroxy ribose (arabinoside) derivative of deoxycytidine. Also included is the purine analog of hypoxanthine, 6-mercaptopurine (6-MP) and fludarabine phosphate. Compounds which target, decrease or inhibit activity of histone deacetylase (HD AC) inhibitors such as sodium butyrate and suberoylanilide hydroxamic acid (SAHA) inhibit the activity of the enzymes known as histone deacetylases. Specific HD AC inhibitors include MS275, SAHA, FK228 (formerly FR901228), Trichostatin A and compounds disclosed in US 6,552,065 including, but not limited to, N-hydroxy-3-[4-[[[2-(2-methyl-lH-indol-3-yl)- ethyl]- amino]methyl]phenyl]-2E-2-propenamide, or a pharmaceutically acceptable salt thereof and N- hydroxy-3-[4-[(2-hydroxyethyl) {2-(lH-indol-3-yl)ethyl]-amino]methyl]phenyl]-2E-2- propenamide, or a pharmaceutically acceptable salt thereof, especially the lactate salt. Somatostatin receptor antagonists as used herein refer to compounds which target, treat or inhibit the somatostatin receptor such as octreotide, and SOM230. Tumor cell damaging approaches refer to approaches such as ionizing radiation. The term "ionizing radiation" referred to above and hereinafter means ionizing radiation that occurs as either electromagnetic rays (such as X-rays and gamma rays) or particles (such as alpha and beta particles). Ionizing radiation is provided in, but not limited to, radiation therapy and is known in the art. See Hellman, Principles of Radiation Therapy, Cancer, in Principles and Practice of Oncology, Devita et al., Eds., 4 ^th Edition, Vol. 1 , pp. 248-275 (1993).

[1292] Also included are EDG binders and ribonucleotide reductase inhibitors. The term “EDG binders” as used herein refers to a class of immunosuppressants that modulates lymphocyte recirculation, such as FTY720. The term “ribonucleotide reductase inhibitors” refers to pyrimidine or purine nucleoside analogs including, but not limited to, fludarabine and/or cytosine arabinoside (ara-C), 6-thioguanine, 5- fluorouracil, cladribine, 6-mercaptopurine (especially in combination with ara-C against ALL) and/or pentostatin. Ribonucleotide reductase inhibitors are especially hydroxyurea or 2-hydroxy-lH-isoindole-l ,3-dione derivatives.

[1293] Also included are in particular those compounds, proteins or monoclonal antibodies of VEGF such as l-(4-chloroanilino)-4-(4-pyridylmethyl)phthalazine or a pharmaceutically acceptable salt thereof, l-(4-chloroanilino)-4-(4-pyridylmethyl)phthalazine succinate; ANGIOSTATIN™; ENDOSTATIN™; anthranilic acid amides; ZD4190; Zd ₆ 474; SU5416; SU6668; bevacizumab; or anti- VEGF antibodies or anti- VEGF receptor antibodies, such as rhuMAb and RHUFab, VEGF aptamer such as Macugon; FLT-4 inhibitors, FLT-3 inhibitors, VEGFR-2 IgGI antibody, Angiozyme (RPI 4610) and Bevacizumab (AVASTIN™).

[1294] Photodynamic therapy as used herein refers to therapy which uses certain chemicals known as photosensitizing compounds to treat or prevent cancers. Examples of photodynamic therapy include treatment with compounds, such as VISUDYNE™ and porfimer sodium.

[1295] Angiostatic steroids as used herein refers to compounds which block or inhibit angiogenesis, such as, e.g., anecortave, triamcinolone, hydrocortisone, 11 -a-epihydrocotisol, cortexolone, 17a- hydroxyprogesterone, corticosterone, desoxycorticosterone, testosterone, estrone and dexamethasone.

[1296] Implants containing corticosteroids refers to compounds, such as fluocinolone and dexamethasone. [1297] Other chemotherapeutic compounds include, but are not limited to, plant alkaloids, hormonal compounds and antagonists; biological response modifiers, preferably lymphokines or interferons; antisense oligonucleotides or oligonucleotide derivatives; shRNA or siRNA; or miscellaneous compounds or compounds with other or unknown mechanism of action.

[1298] The structure of the active compounds identified by code numbers, generic or trade names may be taken from the actual edition of the standard compendium "The Merck Index" or from databases, e.g., Patents International (e.g., IMS World Publications).

Exemplary Immuno-Oncology agents

[1299] In some embodiments, one or more other therapeutic agent is an immuno-oncology agent. As used herein, the term “an immuno-oncology agent” refers to an agent which is effective to enhance, stimulate, and/or up-regulate immune responses in a subject. In some embodiments, the administration of an immuno-oncology agent with a compound of the invention has a synergic effect in treating a cancer.

An immuno-oncology agent can be, for example, a small molecule drug, an antibody, or a biologic or small molecule. Examples of biologic immuno-oncology agents include, but are not limited to, cancer vaccines, antibodies, and cytokines. In some embodiments, an antibody is a monoclonal antibody. In some embodiments, a monoclonal antibody is humanized or human.

In some embodiments, an immuno-oncology agent is (i) an agonist of a stimulatory (including a co- stimulatory) receptor or (ii) an antagonist of an inhibitory (including a co-inhibitory) signal on T cells, both of which result in amplifying antigen-specific T cell responses.

[1300] Certain of the stimulatory and inhibitory molecules are members of the immunoglobulin super family (IgSF). One important family of membrane-bound ligands that bind to co-stimulatory or co- inhibitory receptors is the B7 family, which includes B7-1, B7-2, B7-H1 (PD-L1), B7-DC (PD-L2), B7-H2 (ICOS-L), B7-H3, B7-H4, B7-H5 (VISTA), and B7-H6. Another family of membrane bound ligands that bind to co-stimulatory or co-inhibitory receptors is the TNF family of molecules that bind to cognate TNF receptor family members, which includes CD40 and CD40L, OX-40, OX-40L, CD70, CD27L, CD30, CD30L, 4-1BBL, CD137 (4-1BB), TRAIL/Apo2-L, TRAILR1/DR4, TRAILR ₂ /DR5, TRAILR3, TRAILR4, OPG, RANK, RANKL, TWEAKR/Fnl4, TWEAK, BAFFR, ED AR, XEDAR, TACI, APRIL, BCMA, LTβR, LIGHT, DcR3, HVEM, VEGI/TL1A, TRAMP/DR3, EDAR, EDAI, XEDAR, EDA2, TNFR1, Lymphotoxin α/TNFβ, TNFR ₂ , TNFα, LTβR, Lymphotoxin alβ2, FAS, FASL, RELT, DR6, TROY, NGFR.

[1301] In some embodiments, an immuno-oncology agent is a cytokine that inhibits T cell activation (e.g., IL-6, IL- 10, TGF-β, VEGF, and other immunosuppressive cytokines) or a cytokine that stimulates T cell activation, for stimulating an immune response. [1302] In some embodiments, a combination of a compound of the invention and an immuno-oncology agent can stimulate T cell responses. In some embodiments, an immuno-oncology agent is: (i) an antagonist of a protein that inhibits T cell activation (e.g. , immune checkpoint inhibitors) such as CTLA-4, PD- 1 , PD- Ll, PD-L2, LAG-3, TIM-3, Galectin 9, CEACAM-1, BTLA, CD69, Galectin-1, TIG1T, CD 113, GPR56, VISTA, 2B4, CD48, GARP, PD1H, LAIR1, TIM-1, andTIM-4; or (ii) an agonist of a protein that stimulates T cell activation such as B7-1, B7-2, CD28, 4-1BB (CD137), 4-1BBL, ICOS, ICOS-L, 0X40, OX40L, GITR, G1TRL, CD70, CD27, CD40, DR3 and CD28H.

[1303] In some embodiments, an immuno-oncology agent is an antagonist of inhibitory receptors on NK cells or an agonist of activating receptors on NK cells. In some embodiments, an immuno-oncology agent is an antagonist of KIR, such as lirilumab.

[1304] In some embodiments, an immuno-oncology agent is an agent that inhibits or depletes macrophages or monocytes, including but not limited to CSF-1R antagonists such as CSF-1R antagonist antibodies including RG7155 (W011/70024, WO11/107553, WO11/131407, WO13/87699, WO13/119716, WO 13/132044) or FPA-008 (WO11/140249; WO13169264; WO14/036357).

[1305] In some embodiments, an immuno-oncology agent is selected from agonistic agents that ligate positive costimulatory receptors, blocking agents that attenuate signaling through inhibitory receptors, antagonists, and one or more agents that increase systemically the frequency of anti-tumor T cells, agents that overcome distinct immune suppressive pathways within the tumor microenvironment (e.g, block inhibitory receptor engagement (e.g. , PD-L 1 /PD- 1 interactions), deplete or inhibit Tregs (e.g. , using an anti- CD25 monoclonal antibody (e.g, daclizumab) or by ex vivo anti-CD25 bead depletion), inhibit metabolic enzymes such as IDO, or reverse/prevent T cell energy or exhaustion) and agents that trigger innate immune activation and/or inflammation at tumor sites.

[1306] In some embodiments, an immuno-oncology agent is a CTLA-4 antagonist. In some embodiments, a CTLA-4 antagonist is an antagonistic CTLA-4 antibody. In some embodiments, an antagonistic CTLA-4 antibody is YERVOY (ipilimumab) or tremelimumab.

[1307] In some embodiments, an immuno-oncology agent is a PD-1 antagonist. In some embodiments, a PD- 1 antagonist is administered by infusion. In some embodiments, an immuno-oncology agent is an antibody or an antigen-binding portion thereof that binds specifically to a Programmed Death- 1 (PD-1) receptor and inhibits PD-1 activity. In some embodiments, a PD-1 antagonist is an antagonistic PD-1 antibody. In some embodiments, an antagonistic PD-1 antibody is OPDIVO (nivolumab), KEYTRUDA (pembrolizumab), or MEDI-0680 (AMP-514; WO2012/145493). In some embodiments, an immuno-oncology agent may be pidilizumab (CT-011). In some embodiments, an immuno-oncology agent is a recombinant protein composed of the extracellular domain of PD-L2 (B7-DC) fused to the Fc portion of lgGl, called AMP-224.

[1308] In some embodiments, an immuno-oncology agent is a PD-L1 antagonist. In some embodiments, a PD-L1 antagonist is an antagonistic PD-L1 antibody. In some embodiments, a PD-L1 antibody is MPDL3280A (RG7446; WO2010/077634), durvalumab (MEDI4736), BMS-936559 (W02007/005874), and MSB0010718C (WO2013/79174).

[1309] In some embodiments, an immuno-oncology agent is a LAG-3 antagonist. In some embodiments, a LAG-3 antagonist is an antagonistic LAG-3 antibody. In some embodiments, a LAG3 antibody is BMS-986016 (WG10/19570, WO14/08218), or IMP-731 or IMP-321 (WG08/132601, WO009/44273).

[1310] In some embodiments, an immuno-oncology agent is a CD 137 (4- IBB) agonist. In some embodiments, a CD 137 (4- IBB) agonist is an agonistic CD 137 antibody. In some embodiments, a CD 137 antibody is urelumab or PF-05082566 (WO 12/32433).

[1311] In some embodiments, an immuno-oncology agent is a GITR agonist. In some embodiments, a GITR agonist is an agonistic GITR antibody. In some embodiments, a GITR antibody is BMS-986153, BMS-986156, TRX-518 (WO006/105021 , W0009/009116), or MK-4166 (WO 11/028683).

[1312] In some embodiments, an immuno-oncology agent is an indoleamine (2,3)-dioxygenase (IDO) antagonist. In some embodiments, an IDO antagonist is selected from epacadostat (INCB024360, Incyte); indoximod (NLG-8189, NewLink Genetics Corporation); capmanitib (INC280, Novartis); GDC-0919 (Genentech/Roche); PF-06840003 (Pfizer); BMS:F001287 (Bristol-Myers Squibb); Phy906/KD108 (Phytoceutica); an enzyme that breaks down kynurenine (Kynase, Ikena Oncology, formerly known as Kyn Therapeutics); and NLG-919 (W009/73620, WO009/1156652, WO11/56652, WO12/142237).

[1313] In some embodiments, an immuno-oncology agent is an 0X40 agonist. In some embodiments, an 0X40 agonist is an agonistic 0X40 antibody. In some embodiments, an 0X40 antibody is MEDI-6383 or MEDI-6469.

[1314] In some embodiments, an immuno-oncology agent is an OX40L antagonist. In some embodiments, an OX40L antagonist is an antagonistic 0X40 antibody. In some embodiments, an OX40L antagonist is RG-7888 (WO06/029879).

[1315] In some embodiments, an immuno-oncology agent is a CD40 agonist. In some embodiments, a CD40 agonist is an agonistic CD40 antibody. In some embodiments, an immuno-oncology agent is a CD40 antagonist. In some embodiments, a CD40 antagonist is an antagonistic CD40 antibody. In some embodiments, a CD40 antibody is lucatumumab or dacetuzumab.

[1316] In some embodiments, an immuno-oncology agent is a CD27 agonist. In some embodiments, a CD27 agonist is an agonistic CD27 antibody. In some embodiments, a CD27 antibody is varlilumab. [1317] In some embodiments, an immuno-oncology agent is MGA271 (to B7H3) (WO 11/109400).

[1318] In some embodiments, an immuno-oncology agent is abagovomab, adecatumumab, afutuzumab, alemtuzumab, anatumomab mafenatox, apolizumab, atezolimab, avelumab, blinatumomab, BMS-936559, catumaxomab, durvalumab, epacadostat, epratuzumab, indoximod, inotuzumab ozogamicin, intelumumab, ipilimumab, isatuximab, lambrolizumab, MED14736, MPDL3280A, nivolumab, obinutuzumab, ocaratuzumab, ofatumumab, olatatumab, pembrolizumab, pidilizumab, rituximab, ticilimumab, samalizumab, or tremelimumab.

[1319] In some embodiments, an immuno-oncology agent is an immunostimulatory agent. For example, antibodies blocking the PD-1 and PD-L1 inhibitory axis can unleash activated tumor-reactive T cells and have been shown in clinical trials to induce durable anti-tumor responses in increasing numbers of tumor histologies, including some tumor types that conventionally have not been considered immunotherapy sensitive. See, e.g., Okazaki, T. et al. (2013) Nat. Immunol. 14, 1212-1218; Zou et al. (2016) Sci. Transl. Med. 8. The anti-PD-1 antibody nivolumab (OPDIVO®, Bristol-Myers Squibb, also known as ONO-4538, MDX1106 and BMS-936558), has shown potential to improve the overall survival in patients with RCC who had experienced disease progression during or after prior anti-angiogenic therapy.

[1320] In some embodiments, the immunomodulatory therapeutic specifically induces apoptosis of tumor cells. Approved immunomodulatory therapeutics which may be used in the present invention include pomalidomide (POMALYST®, Celgene); lenalidomide (REVLIMID®, Celgene); ingenol mebutate (PICATO®, LEO Pharma).

[1321] In some embodiments, an immuno-oncology agent is a cancer vaccine. In some embodiments, the cancer vaccine is selected from sipuleucel-T (PRO VEN GE®, Dendreon/Valeant Pharmaceuticals), which has been approved for treatment of asymptomatic, or minimally symptomatic metastatic castrate- resistant (hormone-refractory) prostate cancer; and talimogene laherparepvec (IMLYGIC®, BioVex/Amgen, previously known as T-VEC), a genetically modified oncolytic viral therapy approved for treatment of unresectable cutaneous, subcutaneous and nodal lesions in melanoma. In some embodiments, an immuno-oncology agent is selected from an oncolytic viral therapy such as pexastimogene devacirepvec (PexaVec/JX-594, SillaJen/formerly Jennerex Biotherapeutics), a thymidine kinase- (TK-) deficient vaccinia virus engineered to express GM-CSF, for hepatocellular carcinoma (NCT02562755) and melanoma (NCT00429312); pelareorep (REOLYSIN®, Oncolytics Biotech), a variant of respiratory enteric orphan virus (reovirus) which does not replicate in cells that are not RAS -activated, in numerous cancers, including colorectal cancer (NCT01622543); prostate cancer (NCT01619813); head and neck squamous cell cancer (NCT01166542); pancreatic adenocarcinoma (NCT00998322); and non-small cell lung cancer (NSCLC) (NCT 00861627); enadenotucirev (NG-348, PsiOxus, formerly known as ColoAdl), an adenovirus engineered to express a full length CD80 and an antibody fragment specific for the T-cell receptor CD3 protein, in ovarian cancer (NCT02028117); metastatic or advanced epithelial tumors such as in colorectal cancer, bladder cancer, head and neck squamous cell carcinoma and salivary gland cancer (NCT02636036); ONCOS-102 (Targovax/formerly Oncos), an adenovirus engineered to express GM-CSF, in melanoma (NCT03003676); and peritoneal disease, colorectal cancer or ovarian cancer (NCT02963831); GL-0NC1 (GLV-lh68/GLV-lhl53, Genelux GmbH), vaccinia viruses engineered to express beta- galactosidase (beta-gal)/beta-glucoronidase or beta-gal/human sodium iodide symporter (hNIS), respectively, were studied in peritoneal carcinomatosis (NCT01443260); fallopian tube cancer, ovarian cancer (NCT 02759588); or CG0070 (Cold Genesys), an adenovirus engineered to express GM-CSF, in bladder cancer (NCT02365818).

[1322] In some embodiments, an immuno-oncology agent is selected from JX-929 (SillaJen/formerly Jennerex Biotherapeutics), a TK- and vaccinia growth factor-deficient vaccinia virus engineered to express cytosine deaminase, which is able to convert the prodrug 5 -fluorocytosine to the cytotoxic drug 5- fluorouracil; TG01 and TG02 (Targovax/formerly Oncos), peptide -based immunotherapy agents targeted for difficult- to-treat RAS mutations; and TILT- 123 (TILT Biotherapeutics), an engineered adenovirus designated: Ad5/3-E2F-delta24-hTNFa-IRES-hIL20; and VSV-GP (ViraTherapeutics) a vesicular stomatitis virus (VSV) engineered to express the glycoprotein (GP) of lymphocytic choriomeningitis virus (LCMV), which can be further engineered to express antigens designed to raise an antigen-specific CD8 ⁺ T cell response.

[1323] In some embodiments, an immuno-oncology agent is a T-cell engineered to express a chimeric antigen receptor, or CAR. The T-cells engineered to express such chimeric antigen receptor are referred to as a CAR-T cells.

[1324] CARs have been constructed that consist of binding domains, which may be derived from natural ligands, single chain variable fragments (scFv) derived from monoclonal antibodies specific for cell-surface antigens, fused to endodomains that are the functional end of the T-cell receptor (TCR), such as the CD3-zeta signaling domain from TCRs, which is capable of generating an activation signal in T lymphocytes. Upon antigen binding, such CARs link to endogenous signaling pathways in the effector cell and generate activating signals similar to those initiated by the TCR complex.

[1325] For example, in some embodiments the CAR-T cell is one of those described in U.S. Patent 8,906,682 (June et al:, hereby incorporated by reference in its entirety), which discloses CAR-T cells engineered to comprise an extracellular domain having an antigen binding domain (such as a domain that binds to CD 19), fused to an intracellular signaling domain of the T cell antigen receptor complex zeta chain (such as CD3 zeta). When expressed in the T cell, the CAR is able to redirect antigen recognition based on the antigen binding specificity. In the case of CD 19, the antigen is expressed on malignant B cells. Over 200 clinical trials are currently in progress employing CAR-T in a wide range of indications. [https://clinicaltrials.gov/ct2/results?term=chimeric+antige n+receptors&pg=l ].

[1326] In some embodiments, an immunostimulatory agent is an activator of retinoic acid receptor- related orphan receptor y (RORyt). RORyt is a transcription factor with key roles in the differentiation and maintenance of Type 17 effector subsets of CD4+ (Th 17) and CD8+ (Tcl7) T cells, as well as the differentiation of IL- 17 expressing innate immune cell subpopulations such as NK cells. In some embodiments, an activator of RORyt is LYC-55716 (Lycera), which is currently being evaluated in clinical trials for the treatment of solid tumors (NCT02929862).

[1327] In some embodiments, an immunostimulatory agent is an agonist or activator of a toll-like receptor (TLR). Suitable activators of TLRs include an agonist or activator of TLR9 such as SD-101 (Dynavax). SD-101 is an immunostimulatory CpG which is being studied for B-cell, follicular and other lymphomas (NCT02254772). Agonists or activators of TLR8 which may be used in the present invention include motolimod (VTX-2337, VentiRx Pharmaceuticals) which is being studied for squamous cell cancer of the head and neck (NCT02124850) and ovarian cancer (NCT02431559).

[1328] Other immuno-oncology agents that can be used in the present invention include urelumab (BMS-663513, Bristol-Myers Squibb), an anti-CD137 monoclonal antibody; varlilumab (CDX-1127, Celldex Therapeutics), an anti-CD27 monoclonal antibody; BMS-986178 (Bristol-Myers Squibb), an anti- 0X40 monoclonal antibody; lirilumab (IPH2102/BMS-986015, Innate Pharma, Bristol-Myers Squibb), an anti-KIR monoclonal antibody; monalizumab (IPH2201, Innate Pharma, AstraZeneca) an anti-NKG2A monoclonal antibody; andecaliximab (GS-5745, Gilead Sciences), an anti-MMP9 antibody; MK-4166 (Merck & Co.), an anti-GITR monoclonal antibody.

[1329] In some embodiments, an immunostimulatory agent is selected from elotuzumab, mifamurtide, an agonist or activator of a toll-like receptor, and an activator of RORyt.

[1330] In some embodiments, an immuno stimulatory therapeutic is recombinant human interleukin 15 (rhIL-15). rhlL-15 has been tested in the clinic as a therapy for melanoma and renal cell carcinoma (NCT01021059 and NCT01369888) and leukemias (NCT02689453). In some embodiments, an immunostimulatory agent is recombinant human interleukin 12 (rhlL- 12). In some embodiments, an IL- 15 based immunotherapeutic is heterodimeric IL- 15 (hetIL-15, Novartis/Admune), a fusion complex composed of a synthetic form of endogenous IL- 15 complexed to the soluble IL- 15 binding protein IL- 15 receptor alpha chain (IL15:sIL-15RA), which has been tested in Phase 1 clinical trials for melanoma, renal cell carcinoma, non-small cell lung cancer and head and neck squamous cell carcinoma (NCT02452268). In some embodiments, a recombinant human interleukin 12 (rhIL-12) is NM-IL-12 (Neumedicines, Inc.), NCT02544724, or NCT02542124.

[1331] In some embodiments, an immuno-oncology agent is selected from those descripted in Jerry L. Adams et al., “Big opportunities for small molecules in immuno-oncology,” Cancer Therapy 2015, Vol. 14, pages 603-622, the content of which is incorporated herein by reference in its entirety. In some embodiments, an immuno-oncology agent is selected from the examples described in Table 1 of Jerry L. Adams et al. In some embodiments, an immuno-oncology agent is a small molecule targeting an immuno- oncology target selected from those listed in Table 2 of Jerry L. Adams et al. In some embodiments, an immuno-oncology agent is a small molecule agent selected from those listed in Table 2 of Jerry L. Adams et al.

[1332] In some embodiments, an immuno-oncology agent is selected from the small molecule immuno-oncology agents described in Peter L. Toogood, “Small molecule immuno-oncology therapeutic agents,” Bioorganic & Medicinal Chemistry Letters 2018, Vol. 28, pages 319-329, the content of which is incorporated herein by reference in its entirety. In some embodiments, an immuno-oncology agent is an agent targeting the pathways as described in Peter L. Toogood.

[1333] In some embodiments, an immuno-oncology agent is selected from those described in Sandra L. Ross et al., “Bispecific T cell engager (BITE® ) antibody constructs can mediate bystander tumor cell killing”, PLoS ONE 12(8): e0183390, the content of which is incorporated herein by reference in its entirety. In some embodiments, an immuno-oncology agent is a bispecific T cell engager (BITE®) antibody construct. In some embodiments, a bispecific T cell engager (BITE®) antibody construct is a CD19/CD3 bispecific antibody construct. In some embodiments, a bispecific T cell engager (BITE®) antibody construct is an EGFR/CD3 bispecific antibody construct. In some embodiments, a bispecific T cell engager (BITE®) antibody construct activates T cells. In some embodiments, a bispecific T cell engager (BITE®) antibody construct activates T cells, which release cytokines inducing upregulation of intercellular adhesion molecule 1 (ICAM-1) and FAS on bystander cells. In some embodiments, a bispecific T cell engager (BITE®) antibody construct activates T cells which result in induced bystander cell lysis. In some embodiments, the bystander cells are in solid tumors. In some embodiments, the bystander cells being lysed are in proximity to the BITE®-activated T cells. In some embodiments, the bystander cells comprises tumor-associated antigen (TAA) negative cancer cells. In some embodiment, the bystander cells comprise EGFR-negative cancer cells. In some embodiments, an immuno-oncology agent is an antibody which blocks the PD-L1/PD1 axis and/or CTLA4. In some embodiments, an immuno-oncology agent is an ex vivo expanded tumor-infiltrating T cell. In some embodiments, an immuno-oncology agent is a bispecific antibody construct or chimeric antigen receptors (CARs) that directly connect T cells with tumor-associated surface antigens (TAAs). Exemplary Immune Checkpoint Inhibitors

[1334] In some embodiments, an immuno-oncology agent is an immune checkpoint inhibitor as described herein.

[1335] The term “checkpoint inhibitor” as used herein relates to agents useful in preventing cancer cells from avoiding the immune system of the patient. One of the major mechanisms of anti-tumor immunity subversion is known as “T-cell exhaustion,” which results from chronic exposure to antigens that has led to up-regulation of inhibitory receptors. These inhibitory receptors serve as immune checkpoints in order to prevent uncontrolled immune reactions.

[1336] PD- 1 and co-inhibitory receptors such as cytotoxic T-lymphocyte antigen 4 (CTLA-4, B and T Lymphocyte Attenuator (BTLA; CD272), T cell Immunoglobulin and Mucin domain-3 (Tim-3), Lymphocyte Activation Gene-3 (Lag-3; CD223), and others are often referred to as a checkpoint regulators. They act as molecular “gatekeepers” that allow extracellular information to dictate whether cell cycle progression and other intracellular signaling processes should proceed.

[1337] In some embodiments, an immune checkpoint inhibitor is an antibody to PD-1. PD-1 binds to the programmed cell death 1 receptor (PD-1) to prevent the receptor from binding to the inhibitory ligand PDL-1, thus overriding the ability of tumors to suppress the host anti-tumor immune response.

[1338] In some embodiments, the checkpoint inhibitor is a biologic therapeutic or a small molecule. In some embodiments, the checkpoint inhibitor is a monoclonal antibody, a humanized antibody, a fully human antibody, a fusion protein or a combination thereof. In some embodiments, the checkpoint inhibitor inhibits a checkpoint protein selected from CTLA-4, PDL1, PDL2, PD1, B7-H3, B7-H4, BTLA, HVEM, TIM3, GAL9, LAG3, VISTA, KIR, 2B4, CD 160, CGEN- 15049, CHK 1, CHK2, A2aR, B-7 family ligands or a combination thereof. In some embodiments, the checkpoint inhibitor interacts with a ligand of a checkpoint protein selected from CTLA-4, PDL1, PDL2, PD1, B7-H3, B7-H4, BTLA, HVEM, TIM3, GAL9, LAG3, VISTA, KIR, 2B4, CD 160, CGEN- 15049, CHK 1, CHK2, A2aR, B-7 family ligands or a combination thereof. In some embodiments, the checkpoint inhibitor is an immunostimulatory agent, a T cell growth factor, an interleukin, an antibody, a vaccine or a combination thereof. In some embodiments, the interleukin is IL-7 or IL- 15. In some embodiments, the interleukin is glycosylated IL-7. In an additional aspect, the vaccine is a dendritic cell (DC) vaccine.

[1339] Checkpoint inhibitors include any agent that blocks or inhibits in a statistically significant manner, the inhibitory pathways of the immune system. Such inhibitors can include small molecule inhibitors or can include antibodies, or antigen binding fragments thereof, that bind to and block or inhibit immune checkpoint receptors or antibodies that bind to and block or inhibit immune checkpoint receptor ligands. Illustrative checkpoint molecules that can be targeted for blocking or inhibition include, but are not limited to, CTLA-4, PDL1, PDL2, PD1, B7-H3, B7-H4, BTLA, HVEM, GAL9, LAG3, TIM3, VISTA, KIR, 2B4 (belongs to the CD2 family of molecules and is expressed on all NK, y§, and memory CD8 ⁺ (a|3) T cells), CD160 (also referred to as BY55), CGEN-15049, CHK 1 and CHK2 kinases, A2aR, and various B-7 family ligands. B7 family ligands include, but are not limited to, B7- 1, B7-2, B7-DC, B7-H1, B7-H2, B7-H3, B7-H4, B7-H5, B7-H6 and B7-H7. Checkpoint inhibitors include antibodies, or antigen binding fragments thereof, other binding proteins, biologic therapeutics, or small molecules, that bind to and block or inhibit the activity of one or more of CTLA-4, PDL1, PDL2, PD1, BTLA, HVEM, TIM3, GAL9, LAG3, VISTA, KIR, 2B4, CD 160 and CGEN-15049. Illustrative immune checkpoint inhibitors include, but are not limited to, Tremelimumab (CTLA-4 blocking antibody), anti-OX40, PD-L1 monoclonal Antibody (Anti-B7-Hl; MEDI4736), MK-3475 (PD-1 blocker), Nivolumab (anti-PDl antibody), CT-011 (anti-PDl antibody), BY55 monoclonal antibody, AMP224 (anti-PDLl antibody), BMS- 936559 (anti-PDLl antibody), MPLDL3280A (anti-PDLl antibody), MSB0010718C (anti-PDLl antibody), and ipilimumab (anti-CTLA-4 checkpoint inhibitor). Checkpoint protein ligands include, but are not limited to PD-L1, PD- L2, B7-H3, B7-H4, CD28, CD86 and TIM-3.

[1340] In certain embodiments, the immune checkpoint inhibitor is selected from a PD-1 antagonist, a PD-L1 antagonist, and a CTLA-4 antagonist. In some embodiments, the checkpoint inhibitor is selected from the group consisting of nivolumab (OPDIVO®), ipilimumab (YERVOY®), and pembrolizumab (KEYTRUDA®). In some embodiments, the checkpoint inhibitor is selected from nivolumab (anti-PD-1 antibody, OPDIVO®, Bristol-Myers Squibb); pembrolizumab (anti-PD-1 antibody, KEYTRUDA®, Merck); ipilimumab (anti-CTLA-4 antibody, YERVOY®, Bristol-Myers Squibb); durvalumab (anti-PD-Ll antibody, IMFINZI®, AstraZeneca); and atezolizumab (anti-PD-Ll antibody, TECENTRIQ®, Genentech).

[1341] In some embodiments, the checkpoint inhibitor is selected from the group consisting of lambrolizumab (MK-3475), nivolumab (BMS-936558), pidilizumab (CT-011), AMP-224, MDX-1105, MEDI4736, MPDL3280A, BMS-936559, ipilimumab, lirlumab, IPH2101, pembrolizumab (KEYTRUDA®), and tremelimumab.

[1342] In some embodiments, an immune checkpoint inhibitor is REGN2810 (Regeneron), an anti- PD-1 antibody tested in patients with basal cell carcinoma (NCT03132636); NSCLC (NCT03088540); cutaneous squamous cell carcinoma (NCT02760498); lymphoma (NCT02651662); and melanoma (NCT03002376); pidilizumab (CureTech), also known as CT-011, an antibody that binds to PD-1, in clinical trials for diffuse large B-cell lymphoma and multiple myeloma; avelumab (BAVENCIO®, Pfizer/Merck KGaA), also known as MSB0010718C), a fully human IgGl anti-PD-Ll antibody, in clinical trials for non- small cell lung cancer, Merkel cell carcinoma, mesothelioma, solid tumors, renal cancer, ovarian cancer, bladder cancer, head and neck cancer, and gastric cancer; or PDR001 (Novartis), an inhibitory antibody that binds to PD- 1 , in clinical trials for non-small cell lung cancer, melanoma, triple negative breast cancer and advanced or metastatic solid tumors. Tremelimumab (CP-675,206; Astrazeneca) is a fully human monoclonal antibody against CTLA-4 that has been in studied in clinical trials for a number of indications, including: mesothelioma, colorectal cancer, kidney cancer, breast cancer, lung cancer and non-small cell lung cancer, pancreatic ductal adenocarcinoma, pancreatic cancer, germ cell cancer, squamous cell cancer of the head and neck, hepatocellular carcinoma, prostate cancer, endometrial cancer, metastatic cancer in the liver, liver cancer, large B-cell lymphoma, ovarian cancer, cervical cancer, metastatic anaplastic thyroid cancer, urothelial cancer, fallopian tube cancer, multiple myeloma, bladder cancer, soft tissue sarcoma, and melanoma. AGEN- 1884 (Agenus) is an anti-CTLA4 antibody that is being studied in Phase 1 clinical trials for advanced solid tumors (NCT02694822).

[1343] In some embodiments, a checkpoint inhibitor is an inhibitor of T-cell immunoglobulin mucin containing protein-3 (TIM-3). TIM-3 inhibitors that may be used in the present invention include TSR-022, LY3321367 and MBG453. TSR-022 (Tesaro) is an anti-TIM-3 antibody which is being studied in solid tumors (NCT02817633). LY3321367 (Eli Lilly) is an anti-TIM-3 antibody which is being studied in solid tumors (NCT03099109). MBG453 (Novartis) is an anti-TIM-3 antibody which is being studied in advanced malignancies (NCT02608268).

[1344] In some embodiments, a checkpoint inhibitor is an inhibitor of T cell immunoreceptor with Ig and ITIM domains, or TIGIT, an immune receptor on certain T cells and NK cells. TIGIT inhibitors that may be used in the present invention include BMS-986207 (Bristol-Myers Squibb), an anti-TIGIT monoclonal antibody (NCT02913313); OMP-313M32 (Oncomed); and anti-TIGIT monoclonal antibody (NCT03119428).

[1345] In some embodiments, a checkpoint inhibitor is an inhibitor of Lymphocyte Activation Gene- 3 (LAG-3). LAG-3 inhibitors that may be used in the present invention include BMS-986016 and REGN3767 and IMP321. BMS-986016 (Bristol-Myers Squibb), an anti-LAG-3 antibody, is being studied in glioblastoma and gliosarcoma (NCT02658981). REGN3767 (Regeneron), is also an anti-LAG-3 antibody, and is being studied in malignancies (NCT03005782). IMP321 (Immutep S.A.) is an LAG-3-Ig fusion protein, being studied in melanoma (NCT02676869); adenocarcinoma (NCT02614833); and metastatic breast cancer (NCT00349934).

[1346] Checkpoint inhibitors that can be used in the present invention include 0X40 agonists. 0X40 agonists that are being studied in clinical trials include PL-04518600/PF-8600 (Pfizer), an agonistic anti- 0X40 antibody, in metastatic kidney cancer (NCT03092856) and advanced cancers and neoplasms (NCT02554812; NCT05082566); GSK3174998 (Merck), an agonistic anti-OX40 antibody, in Phase 1 cancer trials (NCT02528357); MEDI0562 (Medimmune/AstraZeneca), an agonistic anti-OX40 antibody, in advanced solid tumors (NCT02318394 and NCT02705482); MEDI6469, an agonistic anti-OX40 antibody (Medimmune/ AstraZeneca), in patients with colorectal cancer (NCT02559024), breast cancer (NCTO 1862900), head and neck cancer (NCT02274155) and metastatic prostate cancer (NCT01303705); and BMS-986178 (Bristol-Myers Squibb) an agonistic anti-OX40 antibody, in advanced cancers (NCT02737475).

[1347] Checkpoint inhibitors that can be used in the present invention include CD137 (also called 4- 1BB) agonists. CD137 agonists that are being studied in clinical trials include utomilumab (PF-05082566, Pfizer) an agonistic anti-CD137 antibody, in diffuse large B-cell lymphoma (NCT02951156) and in advanced cancers and neoplasms (NCT02554812 and NCT05082566); urelumab (BMS-663513, Bristol- Myers Squibb), an agonistic anti-CD137 antibody, in melanoma and skin cancer (NCT02652455) and glioblastoma and gliosarcoma (NCT02658981); and CTX-471 (Compass Therapeutics), an agonistic anti- CD137 antibody in metastatic or locally advanced malignancies (NCT03881488).

[1348] Checkpoint inhibitors that can be used in the present invention include CD27 agonists. CD27 agonists that are being studied in clinical trials include varlilumab (CDX-1127, Celldex Therapeutics) an agonistic anti-CD27 antibody, in squamous cell head and neck cancer, ovarian carcinoma, colorectal cancer, renal cell cancer, and glioblastoma (NCT02335918); lymphomas (NCT01460134); and glioma and astrocytoma (NCT02924038).

[1349] Checkpoint inhibitors that can be used in the present invention include glucocorticoid-induced tumor necrosis factor receptor (GITR) agonists. GITR agonists that are being studied in clinical trials include TRX518 (Leap Therapeutics), an agonistic anti-GITR antibody, in malignant melanoma and other malignant solid tumors (NCT01239134 and NCT02628574); GWN323 (Novartis), an agonistic anti-GITR antibody, in solid tumors and lymphoma (NCT 02740270); INCAGN01876 (Incyte/Agenus), an agonistic anti-GITR antibody, in advanced cancers (NCT02697591 andNCT03126110); MK-4166 (Merck), an agonistic anti-GITR antibody, in solid tumors (NCT02132754) and MEDI1873 (Medimmune/ AstraZeneca), an agonistic hexameric GITR-ligand molecule with a human IgGl Fc domain, in advanced solid tumors (NCT02583165).

[1350] Checkpoint inhibitors that can be used in the present invention include inducible T-cell co- stimulator (ICOS, also known as CD278) agonists. ICOS agonists that are being studied in clinical trials include MEDI-570 (Medimmune), an agonistic anti-ICOS antibody, in lymphomas (NCT02520791); GSK3359609 (Merck), an agonistic anti-ICOS antibody, in Phase 1 (NCT02723955); JTX-2011 (Jounce Therapeutics), an agonistic anti-ICOS antibody, in Phase 1 (NCT02904226).

[1351] Checkpoint inhibitors that can be used in the present invention include killer IgG-like receptor (KIR) inhibitors. KIR inhibitors that are being studied in clinical trials include lirilumab (IPH2102/BMS- 986015, Innate Pharma/Bristol-Myers Squibb), an anti-KIR antibody, in leukemias (NCT01687387, NCT02399917, NCT02481297, NCT02599649), multiple myeloma (NCT02252263), and lymphoma (NCT01592370); IPH2101 (1-7F9, Innate Pharma) in myeloma (NCT01222286 and NCT01217203); and IPH4102 (Innate Pharma), an anti-KIR antibody that binds to three domains of the long cytoplasmic tail (KIR3DL2), in lymphoma (NCT02593045).

[1352] Checkpoint inhibitors that can be used in the present invention include CD47 inhibitors of interaction between CD47 and signal regulatory protein alpha (SIRPa). CD47/SIRPa inhibitors that are being studied in clinical trials include ALX-148 (Alexo Therapeutics), an antagonistic variant of (SIRPa) that binds to CD47 and prevents CD47/SIRPa-mediated signaling, in phase 1 (NCT03013218); TTI-621 (SIRPa-Fc, Trillium Therapeutics), a soluble recombinant fusion protein created by linking the N-terminal CD47-binding domain of SIRPa with the Fc domain of human IgGl, acts by binding human CD47, and preventing it from delivering its “do not eat” signal to macrophages, is in clinical trials in Phase 1 (NCT02890368 and NCT02663518); CC-90002 (Celgene), an anti-CD47 antibody, in leukemias (NCT02641002); and Hu5F9-G4 (Forty Seven, Inc.), in colorectal neoplasms and solid tumors (NCT02953782), acute myeloid leukemia (NCT02678338) and lymphoma (NCT02953509).

[1353] Checkpoint inhibitors that can be used in the present invention include CD73 inhibitors. CD73 inhibitors that are being studied in clinical trials include MEDI9447 (Medimmune), an anti-CD73 antibody, in solid tumors (NCT02503774); andBMS-986179 (Bristol-Myers Squibb), an anti-CD73 antibody, in solid tumors (NCT02754141).

[1354] Checkpoint inhibitors that can be used in the present invention include agonists of stimulator of interferon genes protein (STING, also known as transmembrane protein 173, or TMEM173). Agonists of STING that are being studied in clinical trials include MK-1454 (Merck), an agonistic synthetic cyclic dinucleotide, in lymphoma (NCT03010176); and ADU-S100 (MIW815, Aduro Biotech/Novartis), an agonistic synthetic cyclic dinucleotide, in Phase 1 (NCT02675439 and NCT03172936).

[1355] Checkpoint inhibitors that can be used in the present invention include CSF1R inhibitors. CSF1R inhibitors that are being studied in clinical trials include pexidartinib (PLX3397, Plexxikon), a CSF1R small molecule inhibitor, in colorectal cancer, pancreatic cancer, metastatic and advanced cancers (NCT02777710) and melanoma, non-small cell lung cancer, squamous cell head and neck cancer, gastrointestinal stromal tumor (GIST) and ovarian cancer (NCT02452424); and 1MC-CS4 (LY3022855, Lilly), an anti-CSF-lR antibody, in pancreatic cancer (NCT03153410), melanoma (NCT03101254), and solid tumors (NCT02718911); and BLZ945 (4-[2((lR,2R)-2-hydroxycyclohexylamino)-benzothiazol-6- yloxyl]-pyridine-2-carboxylic acid methylamide, Novartis), an orally available inhibitor of CSF1R, in advanced solid tumors (NCT02829723). [1356] Checkpoint inhibitors that can be used in the present invention include NKG2A receptor inhibitors. NKG2A receptor inhibitors that are being studied in clinical trials include monalizumab (1PH2201, Innate Pharma), an anti-NKG2A antibody, in head and neck neoplasms (NCT02643550) and chronic lymphocytic leukemia (NCT02557516).

[1357] In some embodiments, the immune checkpoint inhibitor is selected from nivolumab, pembrolizumab, ipilimumab, avelumab, durvalumab, atezolizumab, or pidilizumab.

NUMBERED EMBODIMENTS

[1358] The following numbered embodiments, while non-limiting, are exemplary of certain aspects of the present disclosure:

Embodiment 1. A compound of formula I-a:

I-a or a pharmaceutically acceptable salt thereof, wherein:

Ring W and Ring X are independently fused rings selected from benzo, a 4 to 7-membered saturated or partially unsaturated carbocyclyl or heterocyclyl with 1 -3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5 to 6-membered heteroaryl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur;

Ring Y is a ring selected from phenylenyl, a 4 to 7-membered saturated or partially unsaturated carbocyclylenyl or heterocyclylenyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5 to 6-membered heteroaryl enyl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur;

Y is a covalent bond, -S(O) ₂ -, -S(O)-, -S(O)(NR)-, -P(O)R-, or -P(O)OR-;

X is -CR ₂ -, -CFR-, -CF2-, -NR-, or an optionally substituted ring selected from phenylenyl, a 3 to 12- membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic or spirocyclic carbocyclylenyl or heterocyclylenyl with 1 -3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5 to 6-membered heteroaryl enyl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur; each R ^w , R ^x , and R ^y is independently selected from hydrogen, R ^A , halogen, -CN, -NO ₂ , -OR, -SR, -NR ₂ , -

SiR ₃ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)NR ₂ , -C(O)NROR, -OC(O)R, -OC(O)NR ₂ , -OP(O)R ₂ , -OP(O)(OR) ₂ , -OP(O)(OR)NR ₂ , -OP(O)(NR ₂ ) ₂ , -P(O)R ₂ , -P(O)(OR) ₂ , - P(O)(OR)NR ₂ , -P(O)(NR ₂ ) ₂ , -NRC(O)OR, -NRC(O)R, -NRC(O)N(R) ₂ , -NRS(O) ₂ R, -NP(O)R ₂ , - NRP(O)(OR) ₂ , -NRP(O)(OR)NR ₂ , and -NRP(O)(NR ₂ ) ₂ ; or two R ^w groups attached to the same carbon atom are optionally taken together to form a spiro fused ring selected from a 3-5 membered saturated or partially unsaturated carbocyclyl and a 3-5 membered saturated or partially unsaturated heterocyclyl having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur; each R ^A is independently an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 3-7 membered saturated or partially unsaturated carbocyclic or heterocyclic ring having 1 -2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur; each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: two R groups on the same nitrogen are optionally taken together with then- intervening atoms to form a 4-7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the nitrogen atom to which they are attached, independently selected from nitrogen, oxygen, and sulfur; w, x, and y are independently 0, 1, 2, 3, or 4;

L is a covalent bond or a bivalent, saturated or partially unsaturated, straight or branched C 1-50 hydrocarbon chain, wherein 0-6 methylene units of L are independently replaced by -Cy-, -O-, -NR-, -SiR ₂ - - Si(OH)R- -Si(OH) ₂ -, -P(O)OR- -P(O)R- -P(O)NR ₂ -, -S-, -OC(O)-, -C(O)O-, -C(O)-, -S(O)-, -S(O) ₂ -, -NRS(O) ₂ -, -S(O) ₂ NR-, -NRC(O)-, -C(O)NR-, -OC(O)NR-, -NRC(O)O-, each -Cy- is independently an optionally substituted bivalent ring selected from phenylenyl, an 8-10 membered bicyclic arylenyl, a 4-7 membered saturated or partially unsaturated carbocyclylenyl, a 6- 11 membered saturated or partially unsaturated spiro carbocyclylenyl, an 8 - 10 membered bicyclic saturated or partially unsaturated carbocyclylenyl, a 4-7 membered saturated or partially unsaturated heterocyclylenyl having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, a 6-11 membered saturated or partially unsaturated spiro heterocyclylenyl having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, an 8-10 membered bicyclic saturated or partially unsaturated heterocyclylenyl having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, a 5-6 membered heteroarylenyl having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and an 8-10 membered bicyclic heteroarylenyl having 1-5 heteroatoms independently selected from nitrogen, oxygen, and sulfur; r is 0, 1, 2, 3, 4, 5, 6, 7, 8, 9, or 10; and

DIM is a degradation inducing moiety, such as a ligase binding moiety (LBM), lysine mimetic, or hydrogen atom.

Embodiment 2. A compound of formula I-b: or a pharmaceutically acceptable salt thereof, wherein:

Ring W and Ring X are independently rings selected from phenyl, a 4 to 7-membered saturated or partially unsaturated carbocyclyl or heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5 to 6-membered heteroaryl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur;

Ring Y is a ring selected from phenyl, a 4 to 7-membered saturated or partially unsaturated carbocyclyl or heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5 to 6-membered heteroaryl with 1 -4 heteroatoms independently selected from nitrogen, oxygen and sulfur;

Y is a covalent bond, -S(O) ₂ -, -S(O)-, -S(O)(NR)-, -P(O)R-, or -P(O)OR-;

X is -CR ₂ -, -CFR-, -CF2-, -NR-, or an optionally substituted ring selected from phenylenyl, a 3 to 12- membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic or spirocyclic carbocyclylenyl or heterocyclylenyl with 1 -3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5 to 6-membered heteroaryl enyl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur; each R ^w , R ^x , and R ^y is independently selected from hydrogen, R ^A , halogen, -CN, -NO ₂ , -OR, -SR, -NR ₂ , - SiR ₃ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)NR ₂ , -C(O)NROR, -OC(O)R, -OC(O)NR ₂ , -OP(O)R ₂ , -OP(O)(OR) ₂ , -OP(O)(OR)NR ₂ , -OP(O)(NR ₂ ) ₂ , -P(O)R ₂ , -P(O)(OR) ₂ , - P(O)(OR)NR ₂ , -P(O)(NR ₂ ) ₂ , -NRC(O)OR, -NRC(O)R, -NRC(O)N(R) ₂ , -NRS(O) ₂ R, -NP(O)R ₂ , - NRP(O)(OR) ₂ , -NRP(O)(OR)NR ₂ , and -NRP(O)(NR ₂ ) ₂ ; or two R ^w groups attached to the same carbon atom are optionally taken together to form a spiro fused ring selected from a 3-5 membered saturated or partially unsaturated carbocyclyl and a 3-5 membered saturated or partially unsaturated heterocyclyl having 1 -2 heteroatoms independently selected from nitrogen, oxygen, and sulfur; each R ^A is independently an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 3-7 membered saturated or partially unsaturated carbocyclic or heterocyclic ring having 1 -2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur; each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: two R groups on the same nitrogen are optionally taken together with their intervening atoms to form a 4-7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the nitrogen atom to which they are attached, independently selected from nitrogen, oxygen, and sulfur; and

L ^y is a covalent bond or a C1-3 bivalent straight or branched saturated or unsaturated hydrocarbon chain wherein 1-2 methylene units of the chain are independently and optionally replaced with -O-, - C(O)-, -C(S)-, -CF ₂ -, -CRF-, -NR-, -S-, -S(O)-, -S(O) ₂ - or -CR=CR-; and v is 0 or 1; w, x, and y are independently 0, 1, 2, 3, or 4;

L is a covalent bond or a bivalent, saturated or partially unsaturated, straight or branched C1-50 hydrocarbon chain, wherein 0-6 methylene units of L are independently replaced by -Cy-, -O-, -NR-, -SiR ₂ -, - Si(OH)R- -Si(OH) ₂ -, -P(O)OR- -P(O)R-, -P(O)NR ₂ -, -S-, -OC(O)-, -C(O)O-, -C(O)-, -S(O)-, -S(O) ₂ -, -NRS(O) ₂ -, -S(O) ₂ NR-, -NRC(O)-, -C(O)NR-, -OC(O)NR-, -NRC(O)O-, each -Cy- is independently an optionally substituted bivalent ring selected from phenylenyl, an 8-10 membered bicyclic arylenyl, a 4-7 membered saturated or partially unsaturated carbocyclylenyl, a 6- 11 membered saturated or partially unsaturated spiro carbocyclylenyl, an 8 - 10 membered bicyclic saturated or partially unsaturated carbocyclylenyl, a 4-7 membered saturated or partially unsaturated heterocyclylenyl having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, a 6-11 membered saturated or partially unsaturated spiro heterocyclylenyl having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, an 8-10 membered bicyclic saturated or partially unsaturated heterocyclylenyl having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, a 5-6 membered heteroarylenyl having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and an 8-10 membered bicyclic heteroarylenyl having 1-5 heteroatoms independently selected from nitrogen, oxygen, and sulfur; r is 0, 1, 2, 3, 4, 5, 6, 7, 8, 9, or 10; and

DIM is a degradation inducing moiety, such as a ligase binding moiety (LBM), lysine mimetic, or hydrogen atom.

Embodiment 3. The compound of either embodiment 1 or embodiment 2, wherein LBM is a cereblon E3 ubiquitin ligase binding moiety, a VHL E3 ubiquitin ligase binding moiety, an IAP E3 ubiquitin ligase binding moiety, or an MDM2 E3 ubiquitin ligase binding moiety.

Embodiment 4. The compound of embodiment 3, wherein LBM is an cereblon E3 ubiquitin ligase binding moiety and said compound is of formula I-nn-1 : I-nn-1 or a pharmaceutically acceptable salt thereof, wherein: each of X ¹ , X ² , and X ³ is independently a bivalent moiety selected from a covalent bond, -CH ₂ -, -C(O)-,

R ¹ is hydrogen, halogen, -CN, -OR, -SR, -(O)R, -S(O) ₂ R, -NR ₂ , or an optionally substituted C _1-4 aliphatic; each of R ² is independently hydrogen, R ⁶ , halogen, -CN, -NO ₂ , -OR, -SR, -NR ₂ , -S(O) ₂ R, -S(O) ₂ NR ₂ ,

-S(O)R, -C(O)R, -C(O)OR, -C(O)NR ₂ , -C(O)N(R)OR, -OC(O)R, -OC(O)NR ₂ , -N(R)C(O)OR,

-N(R)C(O)R, -N(R)C(O)NR ₂ , or -N(R)S(O) ₂ R;

Ring A is a fused ring selected from 6-membered aryl containing 0-2 nitrogen atoms, 5 to 7-membered partially saturated carbocyclyl, 5 to 7-membered partially saturated heterocyclyl with 1-2 heteroatoms independently selected from nitrogen, oxygen or sulfur, or 5 -membered heteroaryl with 1-3 heteroatoms independently selected from nitrogen, oxygen or sulfur; m is 0, 1, 2, 3 or 4; each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: two R groups on the same nitrogen are optionally taken together with then intervening atoms to form a 4-7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the nitrogen, independently selected from nitrogen, oxygen, and sulfur.

Embodiment 5. The compound of embodiment 3, wherein LBM is a cereblon E3 ubiquitin ligase binding moiety and said compound is of formula I-aa: or a pharmaceutically acceptable salt thereof, wherein:

X ¹ is a bivalent moiety selected from a covalent bond, -CH ₂ -, -CHCF ₃ -, -SO ₂ -, -S(O)-, -P(O)R-, -

X ² is a carbon atom or silicon atom;

X ³ is a bivalent moiety selected from -CR ₂ - -NR-, -O-, -S-, or -SiR ₂ -; each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: two R groups on the same nitrogen are optionally taken together with their intervening atoms to form a 4-7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the nitrogen, independently selected from nitrogen, oxygen, and sulfur;

R ¹ is hydrogen, halogen, -CN, -OR, -SR, -S(O)R, -S(O) ₂ R, -NR ₂ , -P(O)(OR) ₂ , -P(O)(NR ₂ )OR, -P(O)(NR ₂ ) ₂ , -Si(OH) ₂ R, -Si(OH)R ₂ , -SiR ₃ , or an optionally substituted C _1-4 aliphatic; each R ² is independently hydrogen, R ⁶ , halogen, -CN, -NO ₂ , -OR, -SR, -N(R) ₂ , - Si(R) ₃ , -S(O) ₂ R, -S(O) ₂ N(R) ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)N(R) ₂ , -C(O)N(R)OR, - C(R) ₂ N(R)C(O)R, -C(R) ₂ N(R)C(O)N(R) ₂ , -OC(O)R, -OC(O)N(R) ₂ , -OP(O)R ₂ , -OP(O)(OR) ₂ , - OP(O)(OR)(NR ₂ ), -OP(O)(NR ₂ ) ₂ , -N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)N(R) ₂ , -N(R)S(O) ₂ R, - NP(O)R ₂ , -N(R)P(O)(OR) ₂ , -N(R)P(O)(OR)(NR ₂ ), -N(R)P(O)(NR ₂ ) ₂ , or -N(R)S(O) ₂ R;

Ring B is a fused ring selected from 6-membered aryl, 6-membered heteroaryl containing 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, 5 to 7-membered saturated or partially unsaturated carbocyclyl, 5 to 7-membered saturated or partially unsaturated heterocyclyl ring with 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, and sulfur, or 5- membered heteroaryl with 1 -4 heteroatoms independently selected from nitrogen, oxygen or sulfur;

R ³ is selected from hydrogen, halogen, -OR, -N(R) ₂ , or -SR; each R ⁴ is independently hydrogen, R ⁶ , halogen, -CN, -NO ₂ , -OR, -SR, -NR ₂ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)NR ₂ , -C(O)N(R)OR, -OC(O)R, -OC(O)NR ₂ , - N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)NR ₂ , or -N(R)S(O) ₂ R;

R ⁵ is hydrogen, C _1-4 aliphatic, or -CN; each R ⁶ is independently an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 3-7 membered saturated or partially unsaturated carbocyclic or heterocyclic ring having 1 -2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur;

L ¹ is a covalent bond or a C _1-3 bivalent straight or branched saturated or unsaturated hydrocarbon chain wherein 1-2 methylene units of the chain are independently and optionally replaced with -O-, - C(O)-, -C(S)-, -C(R) ₂ -, -CH(R)-, -C(F) ₂ -, -N(R)-, -S(O) ₂ - or -(C)=CH-; and I-b-7

I-a-8 or pharmaceutically acceptable salt thereof.

Embodiment 7. The compound of embodiment 3, wherein LBM is a cereblon E3 ubiquitin ligase binding moiety and said compound is of formula I-nn:

I-nn or a pharmaceutically acceptable salt thereof, wherein: each of X ¹ , X ⁶ , and X ⁷ is independently a bivalent moiety selected from a covalent bond, -CH ₂ -, -CHCF ₃ -

, -SO ₂ -, -S(O) -P(O)R- -P(O)OR- -P(O)NR ₂ - -C(O)-, -C(S)-, or each of X ³ and X ⁵ is independently a bivalent moiety selected from a covalent bond, -CR ₂ -, -NR-, -O-, -

S- , or — SiR ₂ — ;

X ⁴ is a trivalent moiety selected from each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: two R groups on the same nitrogen are taken together with their intervening atoms to form a 4- 7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the nitrogen, independently selected from nitrogen, oxygen, and sulfur; each R ^3a is independently hydrogen, R ⁶ , halogen, -CN, -NO ₂ , -OR, -SR, -NR ₂ , - SiR ₃ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)NR ₂ , -C(O)N(R)OR, - C(R) ₂ N(R)C(O)R, -C(R) ₂ N(R)C(O)N(R) ₂ , -OC(O)R, -OC(O)N(R) ₂ , -OP(O)R ₂ , -OP(O)(OR) ₂ , - OP(O)(OR)NR ₂ , -OP(O)(NR ₂ ) ₂ , -N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)NR ₂ , -N(R)S(O) ₂ R, - NP(O)R ₂ , -N(R)P(O)(OR) ₂ , -N(R)P(O)(OR)NR ₂ , -N(R)P(O)(NR ₂ ) ₂ , or -N(R)S(O) ₂ R; each R ⁶ is independently an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic ring having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur; each R ⁷ is independently hydrogen, halogen, -CN, -OR, -SR, -S(O)R, -S(O) ₂ R, -NR ₂ , -P(O)(OR) ₂ , -P(O)(NR ₂ )OR, -P(O)(NR ₂ ) ₂ , -Si(OH)R ₂ , -Si(OH) ₂ R, -SiR ₃ , or an optionally substituted C _1-4 aliphatic; or

R ⁷ and X ¹ or X ³ are taken together with their intervening atoms to form a 5-7 membered saturated, partially unsaturated, carbocyclic ring or heterocyclic ring having 1 -3 heteroatoms, independently selected from boron, nitrogen, oxygen, silicon, or sulfur; two R ⁷ groups on the same carbon are optionally taken together with their intervening atoms to form a 3-6 membered spiro fused ring or a 4-7 membered heterocyclic ring having 1-2 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur; two R ⁷ groups on adjacent carbon atoms are optionally taken together with their intervening atoms to form a 3-7 membered saturated, partially unsaturated, carbocyclic ring or heterocyclic ring having 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur, or a 7-13 membered saturated, partially unsaturated, bridged heterocyclic ring, or a spiro heterocyclic ring having 1-3 heteroatoms, independently selected from boron, nitrogen, oxygen, silicon, or sulfur; Ring D is selected from 6 to 10-membered aryl or heteroaryl containing 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, 5 to 7-membered saturated or partially unsaturated carbocyclyl, 5 to 7-membered saturated or partially unsaturated heterocyclyl with 1 -3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, and sulfur, or 5-membered heteroaryl with 1 -4 heteroatoms independently selected from nitrogen, oxygen and sulfur;

L ¹ is a covalent bond or a Cm bivalent straight or branched saturated or unsaturated hydrocarbon chain wherein 1-2 methylene units of the chain are independently and optionally replaced with -O-, - C(O)-, -C(S)-, -C(R) ₂ -, -CH(R)-, -C(F) ₂ -, -N(R)-, -S-, -S(O) ₂ - or -(C)=CH-; n is 0, 1, 2, 3, or 4; and q is 0, 1, 2, 3, or 4.

Embodiment 8. The compound of embodiment 7, wherein said compound is a compound of any of the following formulae:

I-a-23

I-a-29 I-b-13

I-b-18 or pharmaceutically acceptable salt thereof.

Embodiment 9. The compound of embodiment 3, wherein LBM is a VHL E3 ubiquitin ligase binding moiety and said compound is selected from any of the following formulae:

(i)

I-nnn-2 or a pharmaceutically acceptable salt thereof, wherein each of the variables R ¹ , R ² , R ³ , X, and Y is as defined and described in WO 2019/084026;

(ii) I-ooo-2 or a pharmaceutically acceptable salt thereof, wherein each of the variables R ¹ , R ³ , and Y is as defined and described in WO 2019/084030;

(iii)

I-ww-5 or a pharmaceutically acceptable salt thereof, wherein each of the variables R ¹ , R ² , R ³ , X, and X’ is as defined and described in WO 2013/106643 and US 2014/0356322;

I-xx-1 I-xx-2

I-xx-5 I-xx-6 or a pharmaceutically acceptable salt thereof, wherein each of the variables R ¹ , R ² , R ³ , R ₅ , R ₆ , R ₇ , R ₉ , R ₁₀ , R ₁₁ , R ₁₄ , R ₁₅ , R ₁₆ , R ₁₇ , R ₂₃ , R ₂₅ , E, G, M, X, X’, Y, Z ₁ , Z ₂ , Z ₃ , Z ₄ , and 0 is as defined and described in WO 2016/149668 and US 2016/0272639; and i-yy-1

or a pharmaceutically acceptable salt thereof, wherein each of the variables R ^p , R ₉ , R ₁₀ , R ₁₁ , R _14a , R _14b , R ₁₅ , R ₁₆ , W ³ , W ⁴ , W ⁵ , X ¹ , X ² , and o is as defined and described in WO 2016/118666 and US 2016/0214972.

Embodiment 10. The compound according to either embodiment 3 or embodiment 9, wherein the

VHL E3 ubiquitin ligase binding moiety is selected from

Embodiment 11. The compound of embodiment 3, wherein LBM is a IAP E3 ubiquitin ligase binding moiety and said compound is selected from any one of the following formulae: I-bbb-1

I-bbb-4 or a pharmaceutically acceptable salt thereof, wherein each of the variables R ¹ , R ² , R ³ , R ⁴ , R ⁵ , R ⁶ , and R ⁷ , is as defined and described in WO 2017/011590 and US 2007/037004; and

(ii) I-fff or a pharmaceutically acceptable salt thereof, wherein each of the variables W, Y, Z, R ¹ , R ² , R ³ , R ⁴ , and R ⁵ is as described and defined in WO 2014/044622, US 2015/0225449. WO 2015/071393, and US 2016/0272596.

Embodiment 12. The compound according to embodiment 3 or embodiment 11, wherein the IAP

Embodiment 13. The compound of embodiment 3, wherein LBM is an MDM2 E3 ubiquitin ligase binding moiety and said compound is selected from any one of the following formulae:

I-aaa-1 I-aaa-2

I-aaa-17 I-aaa-18 or a pharmaceutically acceptable salt thereof, wherein each of the variables is as defined and described in WO 2017/011371 and US 2017/008904; and

(ii)

I-aaa-21 or a pharmaceutically acceptable salt thereof, wherein each of the variables R ^12c , R ^12d , R ¹³ , R ¹⁷ , R ^18b , R ^18c , R ^18d , A ⁵ , A ⁶ , A ⁷ , Q ¹ , and Ar is as defined and described in WO 2017/176957 and US2019/127387. Embodiment 14. The compound according to embodiment 3 or embodiment 13, wherein the MDM2

Embodiment 15. The compound of any one of embodiments 1-14, wherein L is a covalent bond or a bivalent, saturated or partially unsaturated, straight or branched C1.20 hydrocarbon chain, wherein 0-6 methylene units of L are independently replaced by -Cy-, -O-, -NR-, -S-, -OC(O)-, -C(O)O-, -C(O)-, -S(O)- , -S(O) ₂ -> -N(R)S(O) ₂ -> -S(O) ₂ N(R)-, -N(R)C(O)-, -C(O)N(R)-, -OC(O)N(R)-, -N(R)C(O)O-.

Embodiment 16. The compound of any one of embodiments 1-15, wherein said compound is selected from any one of the compounds depicted in Table 1, or a pharmaceutically acceptable salt thereof.

Embodiment 17. A pharmaceutical composition comprising a compound of any one of embodiments

1-16, and a pharmaceutically acceptable carrier, adjuvant, or vehicle.

Embodiment 18. The pharmaceutical composition according to embodiment 17, further comprising an additional therapeutic agent.

Embodiment 19. A method of inhibiting or degrading CDK2 or CDK2 and CCNE1 in a patient or biological sample comprising administering to said patient, or contacting said biological sample with a compound according to any one of embodiments 1 - 16, or a pharmaceutical composition thereof.

Embodiment 20. A method of treating an CDK2 -mediated disorder, disease, or condition in a patient comprising administering to said patient a compound according to any of one embodiments 1-16, or a pharmaceutical composition thereof.

Embodiment 21. The method of embodiment 20, wherein CDK2 -mediated disorder, disease, or condition is cancer.

Embodiment 22. The method of embodiment 21, wherein the cancer the cancer is characterized by amplification or overexpression of CCNE 1.

EXEMPLIFICATION

Abbreviations

Ac: acetyl

AcOH: acetic acid

ACN: acetonitrile

Ad: adamantly

AIBN : 2,2 ^† -azo bisisobutyronitrile

Anhyd: anhydrous

Aq: aqueous

B2Pin2: bis (pinacolato)diboron -4,4,4 ^† ,4 ^† ,5,5,5 ^† ,5 ^† -octamethyl-2,2 ^† -bi(l,3,2-dioxaborolane)

BINAP: 2,2 ^† -bis(diphenylphosphino)- 1 , 1 ^† -binaphthyl

BH3: Borane

Bn: benzyl

Boc: tert-butoxycarbonyl

B _OC2 O: di- tert-butyl dicarbonate

BPO: benzoyl peroxide ⁿ BuOH: n-butanol

CDI: carbonyldiimidazole

COD: cyclooctadiene d: days

DABCO: l,4-diazobicyclo[2.2.2]octane

DAST: diethylaminosulfur trifluoride dba: dibenzylideneacetone

DBU : 1 ,8-diazobicyclo[5.4.0]undec-7-ene

DCE: 1,2-dichloroethane

DCM: dichloromethane

DEA: diethylamine

DHP: dihydropyran

DIBAL-H: diisobutylaluminum hydride

DIPA: diisopropylamine

DIPEA or DIEA: N,N-diisopropylethylamine

DMA: N,N-dimethylacetamide

DME: 1,2-dimethoxyethane DMAP: 4-dimethylaminopyridine

DMF: N,N-dimethylformamide

DMP: Dess-Martin periodinane

DMSO-dimethyl sulfoxide

DPPA: diphenylphosphoryl azide dppf: 1 , 1 ’-bis(diphenylphosphino)ferrocene

EDC or EDO: l-(3-dimethylaminopropyl)-3-ethylcarbodiimide hydrochloride ee: enantiomeric excess

ESI: electrospray ionization

EA: ethyl acetate

EtOAc: ethyl acetate

EtOH: ethanol

FA: formic acid h or hrs: hours

HATU: N,N,N’,N’-tetramethyl-O-(7-azabenzotriazol-l-yl)uronium hexafluorophosphate

HC1: hydrochloric acid

HPLC: high performance liquid chromatography

HOAc: acetic acid

IBX: 2-iodoxybenzoic acid

IPA: isopropyl alcohol

KHMDS: potassium hexamethyldisilazide

K ₂ CO ₃ : potassium carbonate

LAH: lithium aluminum hydride

LDA: lithium diisopropylamide m-CPBA: meta-chloroperbenzoic acid

M: molar

MeCN: acetonitrile

MeOH: methanol

Me2S: dimethyl sulfide

MeONa: sodium methylate

Mel: iodomethane min: minutes mL: milliliters mM: millimolar mmol: millimoles

MPa: mega pascal

MOMC1: methyl chloromethyl ether

MsCl: methanesulfonyl chloride

MTBE: methyl tert-butyl ether nBuLi: n-butyllithium

NaNO ₂ : sodium nitrite

NaOH: sodium hydroxide

Na ₂ SO ₄ sodium sulfate

NBS: N-bromosuccinimide

NCS: N-chlorosuccinimide

NFSI: N-Fluorobenzenesulfonimide

NMO: N-methylmorpholine N-oxide

NMP: N-methylpyrrolidine

NMR: Nuclear Magnetic Resonance

°C: degrees Celsius

Pd/C: Palladium on Carbon

Pd(OAc) ₂ : Palladium Acetate

PBS: phosphate buffered saline

PE: petroleum ether

POCI ₃ : phosphorus oxychloride

PPh ₃ triphenylphosphine

PyBOP: (Benzotriazol- 1 -yloxy)tripyrrolidinophosphonium hexafluorophosphate

Rel: relative

R.T. or rt: room temperature sat: saturated

SEMC1: chloromethyl-2-trimethylsilylethyl ether

SFC: supercritical fluid chromatography

SOCI ₂ : sulfur dichloride tBuOK: potassium tert-butoxide

TBAB: tetrabutylammonium bromide

TBAI: tetrabutylammonium iodide TEA: triethylamine

Tf: trifluoromethanesulfonate

TfAA, TFMSA or Tf2O: trifluoromethanesulfonic anhydride

TFA: trifluoracetic acid

TIPS: triisopropylsilyl

THF: tetrahydro furan

THP: tetrahydropyran

TLC: thin layer chromatography

TMEDA: tetramethylethylenediamine pTSA: para-toluenesulfonic acid wt: weight

Xantphos: 4,5-bis(diphenylphosphino)-9,9-dimethylxanthene

General Synthetic Methods

[1359] The following examples are intended to illustrate the invention and are not to be construed as being limitations thereon. Temperatures are given in degrees centigrade. If not mentioned otherwise, all evaporations are performed under reduced pressure, preferably between about 15 mm Hg and 100 mm Hg (= 20-133 mbar). The structure of final products, intermediates and starting materials is confirmed by standard analytical methods, e.g., microanalysis and spectroscopic characteristics, e.g., MS, IR, NMR. Abbreviations used are those conventional in the art.

[1360] All starting materials, building blocks, reagents, acids, bases, dehydrating agents, solvents, and catalysts utilized to synthesis the compounds of the present invention are either commercially available or can be produced by organic synthesis methods known to one of ordinary skill in the art (Houben-Weyl 4th Ed. 1952, Methods of Organic Synthesis, Thieme, Volume 21). Further, the compounds of the present invention can be produced by organic synthesis methods known to one of ordinary skill in the art as shown in the following examples.

[1361] All reactions are carried out under nitrogen or argon unless otherwise stated.

[1362] Proton NMR ( ^† H NMR) is conducted in deuterated solvent. In certain compounds disclosed herein, one or more ’H shifts overlap with residual proteo solvent signals; these signals have not been reported in the experimental provided hereinafter.

Analytical instruments Table:

For acidic LCMS data:

[1363] LCMS was recorded on an Agilent 1200 Series LC/MSD or Shimadzu LCMS2020 equipped with electro-spray ionization and quadruple MS detector [ES+ve to give MH ⁺ ] and equipped with Chromolith Flash RP-18e 25*2.0 mm, eluting with 0.0375 vol% TFA in water (solvent A) and 0.01875 vol% TFA in acetonitrile (solvent B). Other LCMS was recorded on an Agilent 1290 Infinity RRLC attached with Agilent 6120 Mass detector. The column used was BEH C18 50*2.1 mm, 1.7 micron. Column flow was 0.55 ml /min and mobile phase were used (A) 2 mM Ammonium Acetate in 0.1% Formic Acid in Water and (B) 0. 1 % Formic Acid in Acetonitrile.

For basic LCMS data:

[1364] LCMS was recorded on an Agilent 1200 Series LC/MSD or Shimadzu LCMS 2020 equipped with electro-spray ionization and quadruple MS detector [ES+ve to give MH ⁺ ] and equipped with Xbridge C18, 2.1X50 mm columns packed with 5 mm C18-coated silica or Kinetex EVO C18 2.1X30mm columns packed with 5 mm C18-coated silica, eluting with 0.05 vol% NH ₃ ^. H ₂ O inwater (solvent A) and acetonitrile (solvent B).

HPLC Analytical Method:

[1365] HPLC was carried out on X Bridge C18 150*4.6 mm, 5 micron. Column flow was 1.0 ml /min and mobile phase were used (A) 0. 1 % Ammonia in water and (B) 0. 1 % Ammonia in Acetonitrile.

Prep HPLC Analytical Method:

[1366] The compound was purified on Shimadzu LC-20AP and UV detector. The column used was X- BRIDGE C18 (250*19)mm, 5μ. Column flow was 16.0 ml/min. Mobile phase were used (A) 0.1% Formic Acid in Water and (B) Acetonitrile Basic method used (A) 5mM ammonium bicarbonate and 0.1% NH3 in Water and (B) Acetonitrile or (A) 0.1% Ammonium Hydroxide in Water and (B) Acetonitrile. The UV spectra were recorded at 202nm & 254nm.

NMR Method: [1367] The ¹ H NMR spectra were recorded on a Bruker Ultra Shield Advance 400 MHz/5 mm Probe (BBFO). The chemical shifts are reported in part-per-million.

Example 1. Synthesis of Intermediates

Synthesis of 4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexanol (Intermediate CT)

Step 1 - 4-(Hydroxymethyl)cyclohexanol

[1368] To a solution of LiAIH ₄ (3.31 g, 87.1 mmol) in THF (30 mL), was added ethyl 4- hydroxycyclohexanecarboxylate (10.0 g, 58.0 mmol, CAS# 3618-04-0) in THF (100 mL) dropwise at 0 °C, then the mixture was stirred at 0 °C for 5 hrs. On completion, the mixture was quenched with H ₂ O (3.3 mL), then a solution of 15% NaOH (3.3 mL) was added dropwise. The mixture was dried with anhydrous

Na ₂ SO ₄ , filtered and the filtrate was concentrated in vacuo to give the title compound (7.5 g, 99% yield) as yellow solid. ¹ H NMR (400MHz, DMSO-d ₆ ) δ 3.37 - 3.23 (m, 1H), 3,17 (d, J = 6.0 Hz, 2H), 1.85 - 1.75 (m, 2H), 1.75 - 1.62 (m, 2H), 1.30 - 1.16 (m, 1H), 1.14 - 0.95 (m, 2H), 0.93 - 0.72 (m, 2H).

Step 2 - 4-[[Tert-butyl(diphenyl)silyl]oxymethyl]cyclohexanol

[1369] To a solution of 4-(hydroxymethyl)cyclohexanol (6.5 g, 49.9 mmol) and imidazole (4.08 g, 59.9 mmol) in DMF (200 mL) was added TBDPSCI (14.4 g, 52.4 mmol) at 0 °C. The mixture was stirred at 25 °C for 12 hrs. On completion, the mixture was diluted with H ₂ O (100 mL), and extracted with EA (2 X 30 mL). The organic layers were washed with brine (2 X 30 mL), dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo. The mixture was purified by silica gel column (PE: EA = 5: 1) to give the title compound (9.10 g, 49% yield) as yellow oil. ¹ H NMR (400MHz, CDCl ₃ ) δ 7.70 - 7.60 (m, 4H), 7.48 - 7.31 (m, 6H), 3.63 - 3.51 (m, 1H), 3.47 (d, 6.0 Hz, 2H), 2.05 - 1.95 (m, 2H), 1.89 - 1.80 (m, 2H), 1.50 - 1.45

(m, 1H), 1.31 - 1.22 (m, 2H), 1.10 - 1.00 (m, 2H), 1.05 (s, 9H).

Synthesis of (4-Allyloxycyclohexyl)methoxy-tert-butyl-diphenyl-silane (Intermediate CU)

[1370] To a solution of 4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexanol (500 mg, 1.36 mmol, Intermediate CT) in THF (5 mL) was added NaH (81.3 mg, 2.03 mmol, 60% dispersion in mineral oil) at 0 °C. After addition, the mixture was stirred at this temperature for 30 minutes, then 3-bromoprop- 1-ene (656 mg, 5.43 mmol, 0.3 mL, CAS# 106-95-6) was added dropwise. The mixture was stirred at 25 °C for 4 hrs. On completion, the mixture was quenched with H ₂ O (1 mL) at 25 °C, diluted with H ₂ O (10 mL) and extracted with EA (3 X 10 mL). The combined organic layers were washed with brine (2 X 5 mL), dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. The residue was purified by prep-TLC (SiO ₂ , DCM: MeOH 10: 1 ) to give the title compound (210 mg, 37% yield) as a white solid. ¹ H NMR (400 MHz, CDCl ₃ ) δ 7.59 - 7.55 (m, 4H), 7.33 - 7.26 (m, 6H), 5.91 - 5.78 (m, 1H), 5.22 - 5.13 (m, 1H), 5.10 - 5.02 (m, 1H), 3.98 - 3.89 (m, 2H), 3.37 (d, J= 6.4 Hz, 2H), 3.18 - 3.08 (m, 1H), 2.01 - 1.95 (m, 2H), 1.79 - 1.73 (m, 2H), 1.45 - 1.41 (m, 1H), 0.96 (s, 9H), 0.93 - 0.88 (m, 2H), 0.80 - 0.76 (m, 2H).

Synthesis of N2-(4-benzylsulfanyl-2-methyl-phenyl)-5-bromo-N4-cyclopentyl -pyrimidine-2,4- diamine (Intermediate CV)

Step 1 - 5-bromo-2-chloro-N-cyclopentylpyrimidin-4-amine

[1371] To a solution of 5-bromo-2,4-dichloro-pyrimidine (10 g, 43.8 mmol, CAS# 36082-50-5) in dioxane (100 mL) was added cyclopentanamine (4.48 g, 52.6 mmol, CAS# 1003-03-8) at 0 °C under nitrogen flow. Then the reaction was stirred at 20 °C for 6 h under nitrogen atmosphere. On completion, the reaction was poured into ice water (100 mL) then extracted with ethyl acetate (150 mL x 2). The combined organic phase is washed with brine (70 mL x 2), dried over sodium sulfate, then filtered and the filtrate was concentrated to give a residue. The residue was purified by column chromatography on silica gel (eluted with petroleum ether: ethyl acetate 100: 1 to 100: 15) to give the title compound (4.7 g, 38% yield) as a yellow solid. ¹ H NMR (400 MHz, CDCl ₃ ) δ = 8.10 (s, 1H), 5.45 (br s, 1H), 4.57 - 4.29 (m, 1H), 2.20 - 2.08 (m, 2H), 1.82 - 1.57 (m, 4H), 1.48 (qd, J= 6.4, 12.8 Hz, 2H).

Step 2 - N2-(4-(benzylthio)-2-methylphenyl)-5-bromo-N4-cyclopentylpyr imidine-2,4-diamine

[1372] To a solution of 5-bromo-2-chloro-N-cyclopentyl-pyrimidin-4-amine (2.65 g, 9.59 mmol) in isopropanol (40 mL) was added 4-benzylsulfanyl-2-methyl-aniline (2 g, 8.72 mmol, Intermediate DE) and TFA (19.8 g, 174 mmol) at 20 °C under nitrogen flow. Then the reaction was stirred at 80 °C for 10 h under nitrogen atmosphere. On completion, the reaction was poured into ice water (40 mL) and extracted with EtOAc (50 mL x 2). The combined organic phase is washed with brine (30 mL x 2), dried over sodium sulfate, then the mixture was filtered and concentrated to give a residue. The residue was purified by column chromatography on silica gel (eluted with petroleum ether: ethyl acetate 100: 1 to 100: 15) to give the title compound (3.4 g, 83.0% yield) as a white solid. ¹ H NMR (400 MHz, CDCl ₃ ) δ = 11.05 (s, 1H), 7.80 (s, 1H), 7.35 - 7.23 (m, 6H), 7.20 (d, J= 1.8 Hz, 1H), 7.13 (dd, J = 2.0, 8.3 Hz, 1H), 5.99 (br d, J= 6.8 Hz, 1H), 4.18 - 4.06 (m, 3H), 2.28 (s, 3H), 2.00 - 1.85 (m, 2H), 1.79 - 1.56 (m, 4H), 1.52 - 1.44 (m, 2H).

Synthesis of 4-[(6-Chloro-8-cydopentyl-7-oxo-pyrido[2,3-d]pyrimidin-2-yl) amino]-3-methyl-

Step 1 - Methyl (E)-3-[2-(4-benzylsulfanyl-2-methyl-anilino)-4-(cyclopentyla mino) pyrimidin-5-yl]prop- 2-enoate

[1373] A mixture of N2-(4-benzylsulfanyl-2-methyl-phenyl)-5-bromo-N4-cyclopentyl -pyrimidine-2,4- diamine (10 g, 21.3 mmol, Intermediate CV), methyl prop-2-enoate (12.6 g, 146 mmol, CAS# 96-33-3), TEA (6.47 g, 63.9 mmol), and Pd(PPh ₃ )4 (2.46 g, 2.13 mmol) in DMF (200 mL) was degassed and purged with N ₂ three times. Then the mixture was stirred at 90 °C for 36 hours under N ₂ atmosphere. On completion, the reaction mixture was quenched with H ₂ O (100 mL) at 25 °C, and extracted with EA (3 X 200 mL). The combined organic layers were washed with brine (2 X 100 mL), dried over with anhydrous

Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. The residue was purified by prep-HPLC (FA condition) to afford the title compound (15.6 g, 70% yield) ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 8.50 (s, 1H), 8.32 (s, 1H), 7.82 (d, J= 15.6 Hz, 1H), 7.56 (d, J= 8.4 Hz, 1H), 7.34 - 7.30 (m, 3H), 7.29 - 7.25 (m, 3H), 7.18 (s, 1H), 7.11 (dd, J= 1.6, 8.4 Hz, 1H), 6.31 (d, J= 15.6 Hz, 1H), 4.28 - 4.23 (m, 1H), 4.18 (s, 2H), 3.69 (s, 3H), 2.19 (s, 3H), 1.88 - 1.82 (m, 2H), 1.70 - 1.66 (m, 2H), 1.52 - 1.46 (m, 4H). LC-MS (ESI ⁺ ) m/z 475.2 (M+H) ⁺ .

Step 2 - 2-(4-Benzylsulfanyl-2-methyl-anilino)-8-cyclopentyl-pyrido[2 ,3-d]pyrimidin-7-one [1374] To a solution of methyl (£)-3-[2-(4-benzylsulfanyl-2-methyl-anilino)-4-(cyclopentyl amino) pyrimidin-5-yl]prop-2-enoate (7.8 g, 16.4 mmol) in DMF (80 mL) was added t-BuOK (5.53 g, 49.3 mmol). The mixture was stirred at 25 °C for 30 min. Then the mixture was heated to 120 °C and stirred for 1 hr. On completion, the reaction mixture was quenched with H ₂ O (200 mL) and extracted with EA (2 X 300 mL). The combined organic layers were washed with brine (2 X 100 mL), dried over with anhydrous

Na ₂ SO ₄ , filtered and concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate=40/l to 10/1, Rf = 0.24) to give the title compound (4.60 g, 63% yield) as a yellow solid. LC-MS (ESI ⁺ ) m/z 443.0 (M+H) ⁺ .

Step 3 - 4-[(6-Chloro-8-cyclopentyl-7-oxo-pyrido [2, 3-d] pyrimidin-2-yl) amino] -3 -methyl- benzenesulfonyl chloride

[1375] To a solution of 2-(4-benzylsulfanyl-2-methyl-anilino)-8-cyclopentyl-pyrido [2,3-d]pyrimidin-7- one (2 g, 4.52 mmol) inACN (20 mL), AcOH (2 mL), and H ₂ O (0.5 mL) was addedNCS (2.41 g, 18 mmol) in the dark. The mixture was stirred at 25 °C for 0.5 hr in the dark. The reaction mixture was diluted withH ₂ O (50 mL) and extracted with EA (3 X 50 mL). The combined organic layers were washed with brine (2 X 60 mL), dried over with anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. The residue was purified by column chromatography (SiCL, Petroleum ether/Ethyl acetate = 40/1 to 10/1, Rf = 0.40) to afford the title compound (1.49 g, 72% yield) as a yellow solid. NMR ¹ H (400 MHz, DMSO-A) δ 9.61 (s, 1H), 8.71 (s, 1H), 8.15 (s, 1H), 7.50 (s, 1H), 7.45 - 7.35 (m, 2H), 5.71 (s, 1H), 2.22 (s, 3H), 2.15 - 2.04 (m, 2H), 1.69 (s, 4H), 1.44 (s, 2H).

Synthesis of 4-[3-[4-[(6-Chloro-8-cyclopentyl-7-oxo-pyrido[2,3-d]pyrimidi n-2-yl)amino]-3-methyl- phenyl] sulfonylpropoxy] cyclohexanecarbaldehyde (Intermediate CX)

Step 1 - 2-[4-[3-[4-[[Tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy ]propylsulfonyl]-2-methyl- anilino]-6-chloro-8-cyclopentyl-pyrido[2,3-d]pyrimidin-7-one

[1376] To a solution of (4-allyloxycyclohexyl)methoxy-tert-butyl-diphenyl-silane (50.0 mg, 122 umol, Intermediate CU) in ACN (3 mL) was added IR(PPY)j (400 ug), 4-mercaptophenol (3.09 mg, 24.4 umol) over 30 minutes. Then 4-[(6-chloro-8-cyclopentyl-7-oxo-pyrido[2,3-d]pyrimidin-2-yl ) amino] -3 -methyl- benzenesulfonyl chloride (138 mg, 305 umol, Intermediate CW) was added dropwise. The mixture was stirred at 25 °C for 12 hrs. On completion, the mixture was filtered and concentrated in vacuo to give a residue. The residue was purified by prep-TLC (SiO ₂ , PE: EA= 0: 1) to give the title compound (50 mg, 49% yield) as a white solid. ¹ H NMR (400 MHz, CDCl ₃ ) δ 8.48 (s, 1H), 8.35 (d, J= 8.4 Hz, 1H), 7.71 - 7.64 (m, 2H), 7.54 (d, J = 6.8 Hz, 4H), 7.27 (s, 5H), 7.19 - 7.14 (m, 2H), 5.89 - 5.78 (m, 1H), 3.47 - 3.39 (m, 2H), 3.34 (d, J= 6.0 Hz, 2H), 3.16 - 3.08 (m, 2H), 3.05 - 2.94 (m, 1H), 2.36 (s, 3H), 2.19 (d, J= 7.2 Hz, 2H), 1.98 (s, 2H), 1.91 - 1.78 (m, 6H), 1.71 (d, J= 12.0 Hz. 2H), 1.59 (d, J= 2.8 Hz, 2H), 1.37 (s, 1H), 1.26 - 1.13 (m, 1H), 1.10 - 0.99 (m, 2H), 0.94 (s, 9H), 0.86 (d, J= 12.4 Hz, 2H). LC-MS (ESI ⁺ ) m/z 827.5 (M+H) ⁺ .

Step 2 - [4-[3-[4-[(6-Chloro-8-cyclopentyl-7-oxo-pyrido[2,3-d]pyrimid in-2-yl)amino]-3-methyl- phenyl] sulfonylpropoxy] cyclohexyl]methyl 2,2,2-trifluoroacetate

[1377] To a solution of 2-[4-[3-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy ] propylsulfonyl] -2- methyl-anilino]-6-chloro-8-cyclopentyl-pyrido[2,3-d]pyrimidi n-7-one (50.0 mg, 60.4 umol) in DCM (0.5 mL) was added TFA (770 mg, 6.75 mmol, 0.5 mL). The mixture was stirred at 25 °C for 2 hrs. On completion, the mixture was filtered and concentrated in vacuo to give a residue. The residue was purified by prep-TLC (SiO ₂ , PE: EA = 0: 1) to give the title compound (32.0 mg, 75% yield) as a yellow solid. LC- MS (ESI ⁺ ) m/z 684.9 (M+H) ⁺ .

Step 3 - 6-Chloro-8-cyclopentyl-2-[4-[3-[4-(hydroxymethyl)cyclohexoxy ]propylsulfonyl]-2-methyl- anilino]pyrido [2,3- d]pyrimidin- 7 - one

[1378] To a solution of [4-[3-[4-[(6-chloro-8-cyclopentyl-7-oxo-pyrido[2,3-d]pyrimid in-2-yl) amino]-3- methyl-phenyl]sulfonylpropoxy]cyclohexyl]methyl 2,2,2-trifluoroacetate (32.0 mg, 46.7 umol) in THF (1 mL) was added NaOH (0.373 mg, 9.34 umol) in H ₂ O (1 mL). The mixture was stirred at 25°C for 20 min. On completion, the mixture was concentrated in vacuo to give the title (27.0 mg, 92% yield) as a white solid. LC-MS (ESI ⁺ ) m/z 589.2 (M+H) ⁺ .

Step 4 - 4-[3-[4-[(6-Chloro-8-cyclopentyl-7-oxo-pyrido[2,3-d]pyrimidi n-2-yl)amino]-3-methyl- phenyl]sulfonylpropoxy]cyclohexanecarbaldehyde

[1379] To a solution of 6-chloro-8-cyclopentyl-2-[4-[3-[4-(hydroxymethyl)cyclohexoxy ]propylsulfonyl]- 2-methyl-anilino]pyrido[2,3-d]pyrimidin-7-one (27.0 mg, 45.8 umol) in DCM (1 mL) was added DMP (38.8 mg, 91.6 umol, 28.5 uL). The mixture was stirred at 25 °C for 3 hrs. On completion, the reaction mixture was quenched with Na ₂ S ₂ O ₃ (0.5 mL) at 25 °C, and then diluted with NaHCO ₃ (8 mL) and extracted with DCM (3 X 8 mL). The combined organic layers were washed with brine (2 X 5 mL), dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (31.0 mg, 98% yield) as yellow oil. LC-MS (ESI ⁺ ) m/z 587.2 (M+H) ⁺ .

Synthesis of [l-[(4-Methoxyphenyl) methyl] -2, 6-dioxo-3-piperidyl] trifluoromethanesulfonate (Intermediate CY)

Step 1 - 5-Oxotetrahydrofuran-2-carboxylic acid

[1380] To a solution of 2-aminopentanedioic acid (210 g, 1.43 mol, CAS# 617-65-2) in H ₂ O (800 mL) and HC1 (12 M, 210 mL) was added a solution of NaNO ₂ (147 g, 2.13 mol) in H ₂ O (400 mL) at - 5 °C. The mixture was stirred at 15 °C for 12 hrs. On completion, the mixture was concentrated and then dissolved in EA (500 mL) and fdtered and washed with EA (3 X 100 mL). The filtrate and washed solution were dried over Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (200 g, crude) as yellow oil. ¹ H NMR (400MHz, CDCl ₃ ) δ 6.43 (s, 1H), 5.02 - 4.95 (m, 1H), 2.67 - 2.38 (m, 4H)

Step 2 - N-[(4-methoxyphenyl)methyl]-5-oxo-tetrahydrofuran-2-carboxam ide

[1381] To 5-oxotetrahydrofuran-2-carboxylic acid (120 g, 922 mmol) was added SOCI2 (246 g, 2.07 mol) at 0 °C slowly. The mixture was stirred at 85 °C for 3 hrs, and then the mixture was stirred at 15 °C for 6 hrs. The mixture was concentrated in vacuo. The residue was dissolved in dry DCM (1 L) at 0 °C under N2. After that a solution of FhN (187 g, 1.84 mol) and 4-methoxybenzylamine (101 g, 738 mmol) in DCM (400 mL) was added, then the mixture was stirred at 15 °C for 3 hrs. On completion, water (600 mL) was added and the mixture was extracted with DCM (3 X 300mL). The combined organic phase was washed with 0.5 M HC1 (500 mL), brine (500 mL), dried over with anhydrous sodium sulfate and fdtered. The filtrate was concentrated in vacuo and the residue was purified by flash silica gel chromatography (PE: EA = 1: 1) to give the title compound (138 g, 60% yield) as a yellow solid. ¹ H NMR (400MHz, CDCl ₃ ) § 7.22 - 7.20 (d, ./ - 8.0, 1H), 6.89 - 6.87 (d, J= 8.0, 1H), 4.90 - 4.86 (m, 1H), 4.47 - 4.4.36 (m, 2H) 3.81 (s, 3H), 2.67 - 2.64 (m, 1H), 2.59 - 2.54 (m, 2H), 2.40 - 2.38 (m, 1H); LC-MS (ESI ⁺ ) m/z 272.0 (M+Na) ⁺ .

Step 3 - 3-Hydroxy-l-[(4-methoxyphenyl)methyl]piperidine-2, 6-dione

[1382] A solution of N-[(4-methoxyphenyl)methyl]-5-oxo-tetrahydrofuran-2-carboxam ide (138 g, 553 mmol) in anhydrous THF (1500 mL) was cooled to -78 °C. Then, t-BuOK (62.7 g, 559 mmol) in a solution of anhydrous THF (1000 mL) was added dropwise slowly at -78 °C under nitrogen atmosphere. The resulting reaction mixture was stirred at -40 °C for 1 hr. On completion, the reaction mixture was quenched with saturated NH4CI solution (100 mL). The mixture was extracted with ethyl acetate (3 X 1500 mL). The combined organic layer was washed with brine (300 mL), dried over anhydrous sodium sulfate, filtered and the filtrate was concentrated in vacuo. The residue was purified by silica gel chromatography (PE: EA = 1 : 1) to give the title compound (128 g, 92% yield) as a white solid. ¹ H NMR (400MHz, CDCl ₃ ) δ 7.39 - 7.32 (m, 2H), 6.89 - 6.81 (m, 2H), 4.91 (s, 2H), 4.17 - 4.11 (m, 1H), 3.80 (s, 3H), 3.54 (s, 1H), 2.98 - 2.87 (m, 1H), 2.73 - 2.60 (m, 1H), 2.26 - 2.20 (m, 1H), 1.80 (dq, J = 4.8, 13.1 Hz, 1H).

Step 4 - [l-[(4-Methoxyphenyl) methyl]-2,6-dioxo-3-piperidyl] trifluoromethanesulfonate

[1383] To a solution of 3 -hydroxy- l-[(4-methoxyphenyl) methyl] piperidine-2, 6-dione (43.0 g, 173 mmol) and pyridine (27.3 g, 345 mmol) in DCM (500 mL) was added trifluoromethylsulfonyl trifluoromethanesulfonate (73.0 g, 258 mmol) dropwise at 0 °C. The mixture was stirred at -10°C for 1.5 hours under N2. On completion, the mixture was concentrated in vacuo. The residue was purified by column chromatography on silica gel (PE: EA = 20: 1/8: 1) to give the title compound (45.0 g, 68% yield) as light yellow gum. ¹ H NMR (400MHz, CDCl ₃ ) δ 7.36 (d, J = 8.4 Hz, 2H), 6.85 - 6.82 (m, 2H), 5.32 - 5.28 (m, 1H), 4.91 (s, 2H), 3.79 (s, 3H), 3.02 - 2.97 (m, 1H), 2.79 - 2.74 (m, 1H), 2.41 - 2.35 (m, 2H).

Synthesis of 5-Bromo-3-methyl-lH-benzimidazol-2-one (Intermediate CZ)

Step 1 - 5-Bromo-N-methyl-2-nitro-aniline

[1384] 4 -bromo-2-fluoro- 1 -nitro-benzene (230 g, 1.05 mol, CAS#321-23-3) was added to a solution of mehylamine in tetrahydrofuran (2 M, 1.51 L). The mixture was stirred at 15 °C for 10 minutes. On completion, the mixture was diluted with H ₂ O (250 mL) and extracted with EtOAc (3 X 300 mL). The combined organic layers were washed with brine (300 mL), dried over Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (200 g, 83% yield) as a yellow solid. ¹ H NMR (400MHz, DMSO-d ₆ ) δ 8.22 (s, 1H), 7.98 (d, J= 9.2 Hz, 1H), 7.16 (d, J = 1.6 Hz, 1H), 6.82 (dd, J= 8.4, 1.6 Hz, 1H), 2.95 (d, J= 4.8 Hz, 3H).

Step 2 - 4-Bromo-N2-methyl-benzene-l,2-diamine

[1385] To a mixture of 5-bromo-N-methyl-2-nitro-aniline (200 g, 865 mmol) in EtOAc (1 L) and H ₂ O (500 mL) was added AcOH (1.00 L). The mixture was warmed to 50 °C, and then Fe (174 g, 3.11 mol) was added to the reaction mixture. After that, the reaction mixture was stirred at 80 °C for 6 hours. On completion, the mixture was filtered through celite. The filtrate was concentrated in vacuo and the residue was diluted with H ₂ O (250 mL) and extracted with EtOAc (3 X 300 mL). The combined organic layers were washed with aq.NaHCO3 and brine (300 mL), dried over Na ₂ SO ₄ , filtered and concentrated in vacuo. The residue was purified by flash silica gel chromatography to give the title compound (130 g, 75% yield) as black oil. ¹ H NMR (400MHz, DMSO-I/ ₆ ) δ 6.55 - 6.52 (m, 1H), 6.48 - 6.45 (m, 1H), 6.43 - 6.42 (m, 1H), 4.89 - 4.88 (m, 1H), 4.61 (s, 2H), 2.70 (d, J= 4.0 Hz, 3H).

Step 3 - 5-Bromo-3-methyl-lH-benzimidazol-2-one

[1386] To a solution of 4-bromo-N2-methyl-benzene-l,2-diamine (110 g, 547 mmol) in CH3CN (1.3 L) was added CDI (177 g, 1.09 mol). The mixture was stirred at 80 °C for 6 hours under N2. On completion, the mixture was concentrated in vacuo. The mixture was diluted with H ₂ O (1.0 L) and filtered. The filter cake was washed with water (3 X 200 mL) and dried in vacuo to give the title compound (106 g, 85% yield) as a white solid. ¹ H NMR (400MHz, DMSO-t/ ₆ ) δ 11.00 (s, 1H), 7.33 (s, 1H), 7.13 (d, J = 8.0 Hz, 1H), 6.92 (d, J= 8.0 Hz, 1H), 3.27 (s, 3H).

Synthesis of 3-(5-bromo-3-methyl-2-oxo-benzimidazol-l-yl)piperidine-2, 6-dione (Intermediate DA)

Step 1 - 3-(5-Bromo-3-methyl-2-oxo-benzimidazol-l-yl)-l-[(4-methoxyph enyl)methyl]piperidine-2,6 - dione

[1387] To a solution of 5-bromo-3-methyl-lH-benzimidazol-2-one (4.90 g, 21.6 mmol, Intermediate CZ) in THF (300 mL) was added t-BuOK (3.63 g, 32.3 mmol) at 0 °C. The mixture was stirred at 0-10°C for 1 hour under N2. Then a solution of [l-[(4-methoxyphenyl) methyl]-2, 6-dioxo-3-piperidyl] trifluoromethanesulfonate (9.87 g, 25.9 mmol, Intermediate CY) in THF (100 mL) was added to the reaction mixture at 0-10°C during 30 minutes. The mixture was stirred at 0-10°C for 30 minutes under N2. An additional solution of [l-[(4 -methoxyphenyl) methyl]-2, 6-dioxo-3-piperidyl] trifluoromethanesulfonate (2.47 g, 6.47 mmol) in THF (20 mL) was added to the reaction mixture at 0-10°C dropwise. The mixture was then stirred at 0-10°C for another 30 minutes under N2. On completion, the reaction was quenched water (400 mL) and extracted with EA (3 X 200 mL). The combined organic layer was concentrated in vacuo. The residue was triturated with EA (80 mL) and filtered. The filter cake was collected and dried in vacuo to give the title compound (6.70 g, 67% yield) as light yellow solid. The filtrate was also concentrated in vacuo and the residue was purified by column chromatography to give another batch title compound (1.80 g, 18% yield) as light yellow solid. ¹ H NMR (400MHz, DMSO-de) δ 7.47 (d, J= 1.6 Hz, 1H), 7.21 - 7.16 (m, 3H), 7.01 (d, J = 8.0 Hz, 1H), 6.85 (d, J= 8.8 Hz, 2H), 5.55 - 5.51 (m, 1H), 4.84 - 4.73 (m, 2H), 3.72 (s, 3H), 3.33 (s, 3H), 3.04 - 3.00 (m, 1H), 2.83 - 2.67 (m, 2H), 2.07 - 2.05 (m, 1H).

Step 2 - 3-(5-Bromo-3-methyl-2-oxo-benzimidazol-l-yl)piperidine-2, 6-dione

[1388] To a mixture of 3-(5-bromo-3-methyl-2-oxo-benzimidazol-l-yl)-l-[(4-methoxyph enyl)methyl] piperidine-2, 6-dione (8.50 g, 18.6 mmol) in toluene (50 mL) was added methanesulfonic acid (33.8 g, 351 mmol, 25 mL) at room temperature (15 °C). The mixture was stirred at 120 °C for 2 hours. On completion, the reaction mixture was cooled to room temperature and concentrated in vacuo. The residue was poured into ice/water (200 mL), and extracted with EA (3 X 100 mL). The combined organic layer was washed with brine (50 mL), dried over Na ₂ SO ₄ , filtered and concentrated in vacuo. The residue was triturated with EA(80 mL) and filtered. The filtrate cake was collected and dried in vacuo to give the title compound (4.20 g, 67% yield) as off-white solid. ¹ H NMR (400MHz, DMSO-A) δ 11.12 (s, 1H), 7.47 (d, J = 2.0 Hz, 1H), 7.22 (d, J = 8.4 Hz, 1H), 7.10 (d, J = 8.4 Hz, 1H), 5.40 - 5.35 (m, 1H), 2.34 (s, 3H), 2.92 - 2.88 (m, 1H), 2.71 - 2.60 (m, 2H), 2.03 - 1.99 (m, 1H).

Synthesis of 3-[3-Methyl-2-oxo-5-(4-piperidyl)benzimidazol-l-yl]piperidin e-2, 6-dione (Intermediate Step 1 - Tert-butyl 4-[l-(2,6-dioxo-3-piperidyl)-3-methyl-2-oxo-benzimidazol-4-y l]-3,6-dihydro-2H - pyridine- 1 -carboxylate

[1389] To a solution of 3-(5-bromo-3-methyl-2-oxo-benzimidazol-l-yl)piperidine-2, 6-dione (5.00 g, 14.8 mmol, Intermediate DA), tert-butyl 4-(4,4,5,5-tetramethyl-l,3,2-dioxaborolan-2-yl)-3,6-dihydro- 2H - pyridine- 1 -carboxylate (5.49 g, 17.7 mmol, CAS# 286961-14-6), K3PO4 (6.28 g, 29.6 mmol) and [2-(2- aminophenyl)phenyl]-chloro-palladium;dicyclohexyl-[3-(2,4,6- triisopropylphenyl)phenyl]phosphane (1.16 g, 1.48 mmol,) in dioxane (100 mL) and H ₂ O (5.0 mL) was stirred at 80 °C for 4 hrs. On completion, the mixture filtered and the filtrate was concentrated in vacuo. The residue was purified by reversed phase flash (0.1% FA condition) to give the title compound (2.30 g, 53% yield) as white solid, ¹ H NMR (400 MHz, DMSO- ₆ ) δ 11.09 (s, 1H), 7.27 (s, 1H), 7.14 - 7.04 (m, 2H), 6.11 (s, 1H), 5.36 (dd, J = 12.8, 5.2 Hz, 1H), 4.01 (d, </= 7.2 Hz, 2H), 3.55 (t, J = 5.6 Hz, 2H), 3.35 (s, 3H), 2.95 - 2.83 (m, 1H), 2.73 - 2.59 (m, 2H), 2.06 - 1.95 (m, 2H),1.46 - 1.39 (m, 9H), 1.17 (t, J = 7.2 Hz, 1H). LC-MS (ES1 ⁺ ) m/z 441.2 (M+H) ⁺ .

Step 2 - Tert-butyl 4-[l-(2,6-dioxo-3-piperidyl)-3-methyl-2-oxo-benzimidazol-5-y l]piperidine-l- carboxylate

[1390] To a solution of tert-butyl 4-[l-(2,6-dioxo-3-piperidyl)-3-methyl-2-oxo-benzimidazol-5-y l]-3,6 - dihydro-2H-pyridine- 1 -carboxylate (2.30 g, 5.22 mmol) in THF (150 mL) was added Pd/C (800 mg, 10 wt%) and Pd(OH) ₂ (800 mg, 5.70 mmol) at 25 °C. The reaction mixture was stirred at 60 °C for 16 hr under H2 (15 psi). On completion, the reaction mixture was filtered with celite and the filtrate was concentrated in vacuo to give the title compound (2.30 g, 87% yield) as white solid. ¹ H NMR (400 MHz, CDCl ₃ ) § 8.10 (s, 1H), 7.02 - 6.87 (m, 2H), 6.76 (d, J = 8.0 Hz, 1H), 5.23 (dd, J= 5.6, 12.6 Hz, 1H), 4.30 - 4.25 (m, 2H), 3.45 (s, 3H), 2.99 - 2.68 (m, 6H), 2.30 - 2.21 (m, 1H), 1.88 - 1.81 (m, 2H), 1.51 (s, 9H), 1.48 - 1.44 (m, 2H). LC-MS (ESL) m/z 465.2 (M+23)’.

Step 3 - 3-[3-Methyl-2-oxo-5-(4-piperidyl)benzimidazol-l-yl]piperidin e-2, 6-dione

[1391] To a mixture of tert-butyl 4-[l-(2,6-dioxo-3-piperidyl)-3-methyl-2-oxo-benzimidazol-5- yl]piperidine -1-carboxylate (300 mg, 678 umol) in DCM (3.0 mL) was added HCI/dioxanc (4 M, 170 uL) in one portion at 25 °C under N2. The mixture was stirred at 25 °C for 30 min. On completion, the reaction mixture was concentrated in vacuo to give the title compound (250 mg, 91% yield, HC1 salt) as white solid. LC-MS (ESI ⁺ ) m/z 343.1 (M+H) ⁺ .

Synthesis of 4-Benzylsulfanyl-2-methyl-aniline (Intermediate DE)

Step - 1 - 4-Benzylsulfanyl-2-methyl-l-nitro-benzene

[1392] Amixture of 4-fluoro-2-methyl-l -nitro-benzene (20.0 g, 128 mmol, CAS# 446-33-3), BnSH (18.1 mL, 154 mmol), and DIEA (33.3 g, 257 mmol, 44.9 mL) in DMF (200 mL) was degassed and purged with N2 for three times. Then the mixture was stirred at 80 °C for 16 hows under N2 atmosphere. On completion, the reaction mixture was quenched with NaClO (10 mL) at 25 °C, and then diluted with H ₂ O (10 mL) and extracted with EA (10 mL X 3). The combined organic layers were washed with brine (10 mL X 2), dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. Then the residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate = 100/1 to 10/ 1 ) to give the title compound (26.0 g, 76% yield) as a yellow solid. ¹ H NMR (400 MHz, CDCl ₃ ) δ 8.05 (d, J= 4.0 Hz, 1 H) 7.51 - 7.37 (m, 5 H) 7.30 - 7.25 (m, 2 H) 4.34 (s, 2 H) 2.69 (s, 3 H). LC-MS (ESI ⁺ ) m/z 260.0 (M+H) ⁺ .

Step - 2 - 4-Benzylsulfanyl-2-methyl-aniline

[1393] A mixtwe of 4-benzylsulfanyl-2-methyl-l -nitro-benzene (18.0 g, 69.4 mmol), Fe (23.2 g, 416 mmol), NH4CI (37.1 g, 694 mmol) in EtOH (180 mL) and H ₂ O (36 mL) was degassed and purged with N2 for three times, and then the mixture was stirred at 80°C for 1.5 hours under N2 atmosphere. On completion, the reaction mixture was diluted with H ₂ O 100 mL and extracted with EA (60 mL X 3). The combined organic layers were washed with brine (40 mLX 2), dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate = 100/1 to 10/1) to give the title compound (63 g, 98% yield) as a black oil. ¹ H NMR (400 MHz, DMSO-rig) δ 7.29 - 7.18 (m, 5 H) 6.99 (s, 1 H) 6.93 (d, J= 1.6 Hz, 1 H) 6.57 (d, J = 8.0 Hz, 1 H) 4.99 (s, 2 H) 3.96 (s, 2 H) 2.03 (s, 3 H).

Synthesis of Tert-butyl 4-but-3-enylpiperazine-l-carboxylate (Intermediate DJ)

[1394] To a solution of 4-bromobut- 1 -ene (2.83 g, 20.9 mmol, CAS# 5162-44-7) and tert-butylpiperazine- 1-carboxylate hydrochloride (3.00 g, 13.4 mmol, CAS# 57260-71-6) in THF (100 mL) was added K ₂ CO ₃ (6.69 g, 48.4 mmol) and TBAI (300 mg, 812 umol). Then the mixture was stirred at 70 °C for 15 hrs. On completion, the mixture was filtered, diluted with water (100 mL) and extracted with EA (30 mL X 3). The combined organic layer was dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the residue. The residue was purified by column chromatography (SiO ₂ , PE: EA= 15: 1 to 1: 1) to give the title compound (1.50 g, 46% yield) as yellow oil. NM ¹ HR (400 MHz, CDCl ₃ ) δ 5.86 - 5.76 (m, 1H), 5.09 - 5.00 (m, 2H), 3.48 - 3.40 (m, 4H), 2.45 - 2.39 (m, 6H), 2.28 - 2.23 (m, 2H), 1.47 (s, 9H). LC-MS (ESI ⁺ ) m/z 241.1 (M+H) ⁺ .

Synthesis of 6-Chloro-8-cyclopentyl-2-[2-methyl-4-(4-piperazin-l- ylbutylsulfonyl)anilino]pyrido[2,3-d] pyrimidin-7-one (Intermediate DK)

Step 1 - Tert-butyl 4-[4-[4-[(6-chloro-8-cyclopentyl-7-oxo-pyrido[2,3-d]pyrimidi n-2-yl)amino]-3-methyl- phenyl]sulfonylbutyl]piperazine- 1 -carboxylate

[1395] An oven-dried 15 mL vial equipped with magnetic stir bar was charged with tert-butyl 4-but-3- enylpiperazine- 1 -carboxylate (80.0 mg, 332 umol, Intermediate DJ), 4-[(6-chloro-8-cyclopentyl-7- oxo- pyrido[2,3-d]pyrimidin-2-yl)amino]-3-methyl-benzenesulfonyl chloride (377 mg, 832 umol, Intermediate CW), IR(PPY)3 (1.09 mg, 1.66 umol), 4-mercaptophenol (8.40 mg, 66.5 umol), bis(trimethylsilyl)silyl- trimethyl-silane (165 mg, 665 umol) in ACN (3 mL). The vial was sealed and placed under nitrogen and the reaction was stirred and irradiated with a 10 W blue LED lamp (3 cm away), with cooling water to keep the reaction temperature at 25 °C for 14 hrs. On completion, the mixture was filtered and concentrated in vacuo to give the residue. The residue was purified by prep-HPLC (column: Phenomenex luna C18 150*25mm* lOum; mobile phase: [water (FA)-ACN]; B%: 27%-57%, lOmin) to give the title compound (20.0 mg, 9% yield) as white solid. LC-MS (ESI ⁺ ) m/z 659.4 (M+H) ⁺ .

Step 2 - 6-Chloro-8-cyclopentyl-2-[2-methyl-4-(4-piperazin-l-ylbutyls ulfonyl)anilino]pyrido[2,3-d] pyrimidin-7-one

[1396] A solution of tert-butyl 4-[4-[4-[(6-chloro-8-cyclopentyl-7-oxo-pyrido[2,3-d]pyrimidi n-2- yl)amino]- 3-methyl-phenyl]sulfonylbutyl]piperazine-l -carboxylate (19.0 mg, 28.8 umol) in HCl/dioxane (1 mL) was stirred at 25 °C for 0.5 hr. On completion, the mixture was concentrated in vacuo to give the title compound (17.0 mg, 99% yield, HC1) as black-brown solid. LC-MS (ESI ⁺ ) m/z 559.0 (M+H) ⁺ .

Synthesis of 4-(l,3-dioxolan-2-yl)piperidine (Intermediate DL)

Step 1 - Benzyl 4-(l,3-dioxolan-2-yl)piperidine-l-carboxylate

[1397] A solution of benzyl 4-formylpiperidine-l-carboxylate (20.0 g, 80.9 mmol, CAS#138163-08-3), PTSA (1.4g, 8.09 umol) and ethylene glycol (5.52 g, 88.9 mmol, CAS# 107-21-1) in toluene (200 mL) was refluxed at 130 °C for 16 hrs. On completion, the reaction mixture was concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate=5/l to 0/1) to give the title compound (15.0 g, 63% yield). ¹ H NMR (400 MHz, CDCl ₃ ) δ 7.43 - 7.28 (m, 5H), 5.13 (s, 2H), 4.65 (d, J - 4.4 Hz, 1H), 4.24 (s, 2H), 3.99 - 3.82 (m, 4H), 2.77 (s, 2H), 1.85 - 1.64 (m, 3H), 1.42 - 1.26 (m, 2H).

Step 2 - 4-(l,3-Dioxolan-2-yl)piperidine

[1398] To a solution of benzyl 4-(l,3-dioxolan-2-yl)piperidine-l -carboxylate (5 g, 20 mmol) in MeOH (100 mL) was added Pd/C (1.5 g, 1.4 mmol, 10 wt%) under N2. The suspension was degassed in vacuo and purged with H2 several times. The mixture was stirred at 25 °C for 4 hours under H2 (15 PSI). On completion, the reaction mixture was filtered and concentrated in vacuo to give the title compound (2.3 g, 85% yield) as yellow solid. ¹ H NMR (400 MHz, CDCl ₃ ) δ 4.62 (d, .,/ - 4.8 Hz, 1H), 3.98 - 3.81 (m, 4H), 3.11 (d, J= 12.0 Hz, 2H), 2.60 (m, 2H), 1.98 (s, 1H), 1.73 (d, J= 14.4 Hz, 2H), 1.69 - 1.62 (m, 1H), 1.38 - 1.24 (m, 2H).

Synthesis of l-[l-(2,6-dioxo-3-piperidyl)-3-methyl-2-oxo-benzimidazol-5-y l]piperidine-4- carbaldehyde (Intermediate DM)

Step 1 - 3-[5-[4-(l,3-Dioxolan-2-yl)-l-piperidyl]-3-methyl-2-oxo-benz imidazol-l-yl]piperidine-2, 6-dione [1399] To a solution of 4-(l,3-dioxolan-2-yl)piperidine (500 mg, 3.18 mmol, Intermediate DL) and 3-(5- bromo-3-methyl-2-oxo-benzimidazol-l-yl)piperidine-2, 6-dione (1.08 g, 3.18 mmol, Intermediate DA) in toluene (15 mL) was added RuPhos (148 mg, 318 umol), RuPhos Pd G3 (266 mg, 318 umol) and LiHMDS (1 M, 19.0 mL). On completion, the reaction mixture was acidified to pl 1=7 by HCOOH and concentrated in vacuo. The residue was triturated with PE/EA (3/1), filtered and the filter cake was triturated with water. The solid was filtered and dried in vacuo to give the title compound (1.1 g, 83% yield) as gray solid, ’ll NMR (400 MHz, DMSO- ₆ ) δ 11.05 (s, 1H), 6.92 (d, J= 8.4 Hz, 1H), 6.82 (d, 2.0 Hz, 1H), 6.63 (dd, J

= 2.0, 8.4 Hz, 1H), 5.28 (dd, J= 5.2, 12.8 Hz, 1H), 4.61 (d, J= 5.2 Hz, 1H), 3.93 - 3.75 (m, 4H), 3.62 (d, J = 12.4 Hz, 2H), 3.37 - 3.30 (m, 3H), 2.95 - 2.82 (m, 1H), 2.67 (dd, J = 4.4, 12.8 Hz, 1H), 2.63 - 2.55 (m, 3H), 2.02 - 1.93 (m, 1H), 1.78 - 1.72 (m, 2H), 1.65 - 1.56 (m, 1H), 1.50 - 1.39 (m, 2H).

Step 2 - l-[l-(2,6-Dioxo-3-piperidyl)-3-methyl-2-oxo-benzimidazol-5-y l]piperidine-4-carbaldehyde [1400] A solution of 3-[5-[4-(l,3-dioxolan-2-yl)-l-piperidyl]-3-methyl-2-oxo-benz imidazol-l- yl]piperidine -2,6-dione (100 mg, 241 umol) in HCOOH (3 mL) was stirred at 50 °C for 3 hrs. On completion, the reaction mixture was concentrated in vacuo to give the title compound (89 mg, 99% yield) as a brown oil. LCMS (ESI ⁺ ) m/z 371.0 (M+H) ⁺ .

Synthesis of N-(4-Benzylsulfanyl-2-methyl-phenyl)-4-chloro-5-(trifluorome thyl)pyrimidin-2-amine

(Intermediate EA)

[1401] To a solution of 2,4-dichloro-5-(trifluoromethyl)pyrimidine (500 mg, 2.30 mmol, CAS# 3932-97- 6) in mixture solvent of DCE (6 mL) and t-BuOH (6 mL) was added ZnCL (1 M, 2.77 mL) at 0 °C. After 1 hour, a solution of 4-benzylsulfanyl-2-methyl-aniline (528 mg, 2.30 mmol, Intermediate DE) and TEA (256 mg, 2.5 mmol) in mixture solvent of DCE (3 mL) and t-BuOH (3 mL) was added dropwise into the above solution. The mixture was then stirred at 25 °C for 16 hrs. On completion, the mixture was diluted with H ₂ O (20 mL) and extracted with EA (20 mL X 3). The combined organic layers were washed with saturated NaCl (10 mL), dried over anhydrous NajSCL, filtered and concentrated in vacuo to give a residue. The residue was purified by column chromatography (SiO ₂ , PE: EA=50: l to 20:1) to give the title compound (600 mg, 63% yield) as a yellow solid. ¹ H NMR (400 MHz, DMSO-i/g) δ 10.04 (s, 1H), 8.66 - 8.60 (m, 1H), 7.40 - 7.35 (m, 2H), 7.31 - 7.28 (m, 2H), 7.28 - 7.21 (m, 3H), 7.20 - 7.16 (m, 1H), 4.24 (s, 2H), 2. 15 (s, 3H). LC-MS (ESI ⁺ ) m/z 410.0 (M + H) ⁺ .

Synthesis of 3-Methyl-4-[[4-(l-methylpyrazol-4-yl)-5-(trifluoroinethyl)py rimidin-2-yl]amino] benzenesulfonyl chloride (Intermediate EB)

EB

Step 1 - N-(4-benzylsulfanyl-2-methyl-phenyl)-4-(l-methylpyrazol-4-yl )-5-(trifluoromethyl) pyrimidine- amine

[1402] To a solution of N-(4-benzylsulfanyl-2-methyl-phenyl)-4-chloro-5-(trifluorome thyl)pyrimidin-2- amine (2.00 g, 4.88 mmol, Intermediate EA) and (l-methylpyrazol-4-yl)boronic acid (921 mg, 7.32 mmol, CAS# 847818-55-7) in dioxane (25 mL) and H ₂ O (5 mL) was added K3PO4 (3.11 g, 14.6 mmol) and Pd(dppf)C12.CH ₂ C12 (398 mg, 487 nmol). Then the mixture was purged with N2 three times and stirred at 80 °C for 10 hrs. On completion, the mixture was filtered and concentrated in vacuo to give a residue. The residue was purified by column chromatography (SiO ₂ , PE: EA=10: 1 to 5: 1) to give the title compound (1.20 g, 54% yield) as a yellow solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 9.44 (s, 1H), 8.62 (s, 1H), 8.15 (s, 1H), 7.85 (s, 1H), 7.40 - 7.34 (m, 3H), 7.31 (t, J= 7.4 Hz, 2H), 7.27 - 7.17 (m, 3H), 4.23 (s, 2H), 3.93 (s, 3H), 2.19 (s, 3H). LC-MS (ESI ⁺ ) m/z 456.4 (M+H) ⁺ .

Step 2 - 3-Methyl-4-[[4-(l-methylpyrazol-4-yl)-5-(trifhioromethyl)pyr imidin-2-yl]amino] benzenesulfonyl chloride

[1403] To a solution of N-(4-benzylsulfanyl-2-methyl-phenyl)-4-(l-methylpyrazol-4-yl )-5- (trifhioromethyl) pyrimidin-2-amine (1.00 g, 2.20 mmol) in ACN (12 mL), AcOH (1.2 mL) and H ₂ O (0.2 mL) was added NCS (1.03 g, 7.68 mmol), then the mixture was stirred at 25 °C for 0.5 hr. On completion, the mixture was concentrated in vacuo to give the residue. The residue was purified by column chromatography (SiO ₂ , PE: EA=10: l to 3:1) to give the title compound (700 mg, 73% yield) as a brown solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 9.45 (s, 1H), 8.62 (s, 1H), 8.16 (s, 1H), 7.86 (s, 1H), 7.50 - 7.47 (m, 1H), 7.46 - 7.38 (m, 2H), 3.92 (s, 3H), 2.23 (s, 3H). LC-MS (ESI ⁺ ) m/z 432.0 (M+H) ⁺ .

Synthesis of N-[2-methyl-4-(4-piperazin-l-ylbutylsulfonyl)phenyl]-4-(l-me thylpyrazol-4-yl)-5-

(trifluoromethyl)pyrimidin-2-amine (Intermediate EC)

Step 1 - Tert-butyl 4-[4-[3-methyl-4-[[4-(l-methylpyrazol-4-yl)-5-(trifluorometh yl)pyrimidin-2- yl]amino]phenyl]sulfonylbutyl]piperazine- 1 -carboxylate [1404] To a solution of 3-methyl-4-[[4-(Lmethylpyrazol-4-yl)-5-(trifluoromethyl)pyri midin-2-yl]amino] benzenesulfonyl chloride (300 mg, 694 umol, Intermediate EB) and tert-butyl 4-but-3-enylpiperazine-l- carboxylate (60.0 mg, 249 umol, Intermediate DJ) in ACN (3 mL) was added IR(PPY)3 (2.27 mg, 3.47 umol), (TMS)3SiH (1.39 mmol) and 4-mercaptophenol (17.5 mg, 138 umol). Then the mixture was stirred and irradiated with a 10W blue LED lamp(3 cm away), with cooling water to keep the reaction temperature at 25 °C for 14 hrs. On completion, the mixture was filtered to give the residue. The residue was purified byprep-HPLC (column: Phenomenex luna C18 150*25mm* lOum: mobile phase: [water (FA)-ACN]; B%: %-%, 15 min) to give the title compound (70.0 mg, 44% yield) as a yellow solid. LC-MS (ESE) m/z 638.2 (M+H) ⁺ .

Step 2 - N-[2-methyl-4-(4-piperazin-l-ylbutylsulfonyl)phenyl]-4-(l-me thylpyrazol-4-yl)-5-

(trifluoromethyl)pyrimidin-2-amine

[1405] To a solution of tert-butyl 4-[4-[3-methyl-4-[[4-(l-methylpyrazol-4-yl)-5- (trifluoromethyl)pyrimidin -2-yl]amino]phenyl]sulfonylbutyl]piperazine-l -carboxylate (40.0 mg, 62.7 umol) was added HCl/dioxane (2 mL), then the mixture was stirred at 25 °C for 1 hr. On completion, the mixture was concentrated in vacuo to give the title compound (35.0 mg, 97% yield, HC1) as a white solid. LC-MS (ESE) m/z 538.1 (M+H) ⁺ .

Synthesis of 5-Bromo-2-chloro-N-isopropyl-pyrimidin-4-amine (Intermediate DF)

DF

[1406] To a solution of 5-bromo-2,4-dichloro-pyrimidine (10.0 g, 43.8 mmol, 5.62 mL, CAS# 36082-50- 5) in ACN (250 mL) was added TEA (5.77 g, 57.0 mmol, 7.94 mL) and propan-2-amine (3.37 g, 57.0 mmol, 4.90 mL) at 0 °C for 30 min. Then the mixture was stirred for 15.5 hours at 25 °C. On completion, the reaction mixture was diluted with H ₂ O (200 mL) and extracted with EA (3 X 100 mL). The combined organic layers were washed with brine (2 X 100 mL), dried over Na ₂ SO ₄ , filtered and concentrated under reduced pressure to give the title compound (10 g, 90% yield) as a white solid. LC-MS (ESE) m/z 251.8 (M+H) ⁺ .

Synthesis of 8-isopropyl-2-methylsulfanyl-pyrido[2,3-d]pyrimidin-7-one (Intermediate DN)

DN

Step 1 - 5-Bromo-N-isopropyl-2-methylsulfanyl-pyrimidin-4-amine

[1407] To a solution of 5-bromo-2-chloro-N-isopropyl-pyrimidin-4-amine (10.0 g, 39.9 mmol, Intermediate DF) in DMF (110 mL) was added NaSMe (7.12 g, 101 mmol, 6.47 mL). The mixture was stirred at 25 °C for 16 hrs under N2. On completion, the reaction mixture was quenched with H ₂ O ( 100 mL) at 25 °C, and then extracted with EA (100 mL X 3). The combined organic layers were washed with brine (100 mL X 2), dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (9.50 g, 90% yield) as a yellow solid. ¹ H NMR (400 MHz, DMSO-de) δ 8.12 (s, 1H), 7.95 (s, 1H), 4.32 - 4.25 (m, 1H), 2.89 (s, 3H), 2.73 (s, 3H), 2.41 (s, 3H). LC-MS (ESI ⁺ ) m/z 263.8 (M+H)".

Step 2 - Methyl (E)-3-[4-(isopropylamino)-2-methylsulfanyl-pyrimidin-5-yl]pr op-2-enoate

[1408] A mixture of 5-bromo-N-isopropyl-2-methylsulfanyl-pyrimidin-4-amine (9.50 g, 36.2 mmol), methyl prop-2-enoate (22.3 g, 259 mmol, 23.3 mL, CAS# 96-33-3), Pd(PPh ₃ )4 (4.19 g, 3.62 mmol), and TEA (11.0 g, 108 mmol, 15.0 mL) in DMF (100 mL) was degassed and purged with N2 three times. Then the mixture was stirred at 90 °C for 32 hrs under N2 atmosphere. On completion, the reaction mixture was quenched with H ₂ O (100 mL) at 25 °C, and then extracted with EA (100 mL X 3). The combined organic layers were washed with brine (100 mL X 2), dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl ace t at e= 10/1 to 3/1) ( Rf=0.40, PE:EA=1 : 1) to give the title compound (5.80 g, 59% yield) as a yellow solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) § 8.43 - 8.30 (m, 1H), 7.79 (d, J= 15.6 Hz, 1H), 7.49 (d, J= 7.2 Hz, 1H), 6.55 - 6.43 (m, 1H), 4.35 (d, J= 6.8, 13.4 Hz, 1H), 3.71 (s, 3H), 2.44 (s, 3H), 1.19 (d, 6.4 Hz, 6H). LC-

MS (ESI ⁺ ) m/z 268.1 (M+H) ⁺ .

Step 3 - 8-Isopropyl-2-methylsulfanyl-pyrido[2,3-d]pyrimidin-7-one

[1409] A mixture of methyl (E)-3-[4-(isopropylamino)-2-methylsulfanyl-pyrimidin-5-yl]pr op-2-enoate (5.73 g, 21.4 mmol), DBU (16.3 g, 107 mmol, 16.1 mL) in NMP (50.0 mL) was degassed and purged with N2 three times. Then the mixture was stirred at 120 °C for 1 hr under N? atmosphere. On completion, the mixture was diluted with H ₂ O (300 mL), and extracted with DCM (3 X 100 mL). The combined organic layer was washed with brine (3 X 100 mL), then dried with anhydrous Na ₂ SO ₄ , filtered and the filtrate was concentrated in vacuo. The mixture was purified by reversed phase (0.1% FA) to give the title compound (4.20 g, 83% yield) as a white solid. ¹ H NMR (400 MHz, DMSO-c#>) δ 8.84 (s, 1H), 7.86 (d, J= 9.6 Hz, 1H), 6.56 (d, J= 9.6 Hz, 1H), 5.75 - 5.56 (m, 1H), 2.59 (s, 3H), 1.53 (d, J = 6.8 Hz, 6H). LC-MS (ESI ⁺ ) m/z 236.1 (M+H) ⁺ .

Synthesis of 4- [ [6-(Difluoromethyl)-8-isopropyl-7-oxo-pyrido [2,3-d]pyrimidin-2-yl] amino] -3-methyl- benzenesulfonyl chloride (Intermediate DO)

Step 1 - 6-[Chloro(difluoro)methyl]-8-isopropyl-2-methylsulfanyl-pyri do[2,3-d]pyrimidin-7-one

[1410] To an 15 mL vial equipped with a stir bar was added 4-phenylpyridine N-Oxide (3.64 g, 21.0 mmol), 8-isopropyl-2-methylsulfanyl-pyrido[2,3-d]pyrimidin-7-one (2.00 g, 8.50 mmol, Intermediate DN), and Ru(bpy)3C12.6H ₂ O (63.6 mg, 85.0 umol) in dry ACN (20 mL), then (2-chloro-2,2-difluoro-acetyl) 2- chloro -2,2 - difluoro-acetate (5.16 g, 21.0 mmol, CAS# 2834-28-3) was added. The vial was sealed and placed under nitrogen was added. The reaction was stirred and irradiated with a 34 W blue LED lamp (2 cm away), with cooling water to keep the reaction temperature at 25 °C for 16 hrs. On completion, the mixture was concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate=20/l to 10/1) (Rf = 0.55, PE:EA = 1 :1) to give the title compound (1.37 g, 50% yield) as a yellow solid. ¹ H NMR (400 MHz, DMSO-t/ ₆ ) δ 9.02 (s, 1H), 8.50 (s, 1H), 5.82 - 5.64 (m, 1H), 2.63 (s, 3H), 1.57 (d, J= 6.8 Hz, 6H). LC-MS (ESI ⁺ ) m/z 319.6 (M+H) ⁺ .

Step 2 - 6-(Difluoromethyl)-8-isopropyl-2-methylsulfanyl-pyrido[2,3-d ]pyrimidin-7-one

[1411] A mixture of 6-[chloro(difluoro)methyl]-8-isopropyl-2-methylsulfanyl-pyri do[2,3-d]pyrirnidin-7- one (200 mg, 625 umol), Pd/C (10.0 mg, 6.25 umol, 10 wt%), Na2CO3 (99.0 mg, 938 umol) in THF (2 mL) was degassed and purged with H2 three times. Then the mixture was stirred at 25 °C for 2 hours under H2 atmosphere. On completion, the mixture was filtered, and the filtrate was concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate=30/l to 10/1) (Rf = 0.70, PE:EA= 3:1) to give the title compound (70.0 mg, 39% yield) as a white solid. ¹ H NMR (400 MHz, DMSO- di) 5 9.00 (s, 1H), 8.28 (s, 1H), 5.87 - 5.59 (m, 1H), 3.36 - 3.26 (m, 1H), 2.62 (s, 3H), 1.56 (d, J= 6.8 Hz, 6H). LC-MS (ESI ⁺ ) m/z 286.0 (M+H) ⁺ .

Step 3 -6-(Difluoromethyl)-8-isopropyl-2-methylsulfonyl-pyrido[2,3- d]pyrimidin-7-one

[1412] To a solution of 6-(difluoromethyl)-8-isopropyl-2-methylsulfanyl-pyrido[2,3-d ]pyrimidin-7-one (260 mg, 911 umol) in DCM (2 mL) was added m-CPBA (740 mg, 3.65 mmol, 85% solution). The mixture was stirred at 40 °C for 3 hrs. On completion, the mixture was quenched with NaHCO ₃ (10 mL), then extracted with EA (3 x 10 mL). The combined organic layers were washed with brine (3 X 10 mL), dried with anhydrous Na ₂ SO ₄ , filtered and the filtrate was concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate=30/l to 10/1) to give the title compound (100 mg, 34% yield) as a yellow solid. LC-MS (ESI ⁺ ) m/z 317.9 (M+H) ⁺ .

Step 4 - 2-(4-Benzylsulfanyl-2-methyl-anilino)-6-(difluoromethyl)-8-i sopropyl-pyrido[2,3-d]pyrimidin-7- one

[1413] A mixture of 6-(difluoromethyl)-8-isopropyl-2-methylsulfonyl-pyrido[2,3-d ]pyrimidin-7-one (70.0 mg, 220 umol), 4-benzylsulfanyl-2-methyl-aniline (151 mg, 661 umol, Intermediate DE), TFA (251 mg, 2.21 mmol, 163 uL) in IPA (2 mL), and then the mixture was stirred at 90 °C for 5 hrs. On completion, the mixture was concentrated in vacuo. The mixture was purified by reversed phase (0.1% FA) to give the title compound (27.0 mg, 26% yield) as a brown oily liquid. ¹ H NMR (400 MHz, DMSO-d ₆ ) § 9.56 (s, 1H), 8.81 (s, 1H), 8.10 (s, 1H), 7.37 - 7.17 (m, 8H), 6.88 (t, J = 56.0 Hz, 1H), 5.59 - 5.37 (m, 1H), 4.23 (s, 2H), 2.17 (s, 3H), 1.34 (s, 6H). LC-MS (ESI ⁺ ) m/z 467.2(M+H) ⁺ .

Step 5 - 4-[[6-(Difluoromethyl)-8-isopropyl-7-oxo-pyrido[2,3-d]pyrimi din-2-yl]amino]-3-methyl- benzenesulfonyl chloride

[1414] To a solution of 2-(4-benzylsulfanyl-2-methyl-anilino) -6-(difluoromethyl)-8-isopropyl - pyrido[2,3-d] pyrimidin-7-one (22.0 mg, 47.1 umol) inACN (1 mL), AcOH (0.1 mL), and H ₂ O (0.01 mL) was added NCS (16.0 mg, 126 umol). The mixture was stirred at 25 °C for 1 hr in the dark. On completion, the mixture was diluted with H ₂ O (10 mL), and extracted with EA (3 X 10 mL). The combined organic layer was washed with brine (3 X 10 mL), dried with anhydrous Na ₂ SO ₄ , filtered and the filtrate was concentrated in vacuo to give the title compound (20.0 mg, 95% yield) as a brown oily liquid. LC-MS (ESI ⁺ ) m/z 442.9 (M+H) ⁺ .

Synthesis of 4-[3-[4-[[6-(Difluoromethyl)-8-isopropyl-7-oxo-pyrido[2,3-d] pyrimidin-2-yl]amino]-3- methyl-phenyl] sulfonylpropoxy] cyclohexanecarbaldehyde (Intermediate KR)

Step 1 -2-[4-[3-[4-[[Tert-butyl(diphenyl)silyl]oxymethyl]cyclohexox y]propylsulfonyl]-2-methyl-anilino]- 6-(difluoromethyl)-8-isopropyl-pyrido[2,3-d]pyrimidin-7-one

[1415] An oven-dried 15 mL vial equipped with magnetic stir bar was charged with (4- allyloxycyclohexyl)methoxy-tert-butyl-diphenyl-silane (140 mg, 342 umol, Intermediate CU), 4- [[6- (difluoromethyl)-8-isopropyl-7-oxo-pyrido[2,3-d]pyrimidin-2- yl]amino]-3-methyl-benzenesulfonyl chloride (379 mg, 856 umol, Intermediate DO), Ir(ppy)a (1.12 mg, 1.71 umol), (TMS^SiH (249 mg, 685 umol), and 4-mercaptophenol (8.65 mg, 68.5 umol) in ACN (3 mL, 0.167 M). The vial was sealed and placed under nitrogen was added. The reaction was stirred and irradiated with a 10 W blue LED lamp (3 cm away), with cooling water to keep the reaction temperature at 25 °C for 14 hrs. On completion, the mixture was concentrated in vacuo. The residue was purified by prep-TLC (SiO ₂ , PE:EA= 3:1) (Rf = 0.28, PE:EA = 3: 1) to give the title compound (220 mg, 78% yield) as a white solid. LC-MS (ESI ⁺ ) m/z 817.5 (M+H) ⁺ .

Step 2 - 6-(Difluoromethyl)-2-[4-[3-[4-(hydroxymethyl)cyclohexoxy]pro pylsulfonyl]-2-methyl-anilino]- 8 -isopropyl-pyrido [2,3- d]pyrimidin- 7-one

[1416] To a solution of 2-[4-[3-[4-[[tert-butyl(diphenyl)silyl]oxymethyl] cyclohexoxy]propylsulfony l]-2- methyl-anilino]-6-(difhioromethyl)-8-isopropyl-pyrido[2,3-d] pyrimidin-7-one (80.0 mg, 97.9 umol) in HCl/dioxane (1 mL). The mixture was stirred at 25 °C for 16 hrs. On completion, the mixture was concentrated in vacuo. The residue was purified by prep-TLC (SiO ₂ , PE:EA= 3: 1) (Rf = 0.46, PE:EA=3: 1) to give the title compound (58.0 mg, 96% yield, HC1) as a white solid. LC-MS (ESI ⁺ ) m/z 579.3 (M+H) ⁺ .

Step 3 - 4-[3-[4-[[6-(Difluoromethyl)-8-isopropyl-7-oxo-pyrido[2,3-d] pyrimidin-2-yl]amino]-3-methyl- phenyl]sulfonylpropoxy]cyclohexanecarbaldehyde

[1417] To a solution of 6-(difluoromethyl)-2-[4-[3-[4-(hydroxymethyl)cyclohexoxy] propylsulfonyl]- 2 - methyl-anilino]-8-isopropyl-pyrido[2,3-d]pyrimidin-7-one (58.0 mg, 94.2 umol, HC1) in DCM (1.5 mL) was added DMP (59.9 mg, 141 umol, 43.7 uL). The mixture was stirred at 25 °C for 1 hr. On completion, the mixture was quenched with Na ₂ S ₂ O ₃ (3 mL), then diluted with H ₂ O (10 mL), and extracted with DCM (3 x 10 mL). The combined organic layer was washed with brine (3 x 10 mL), dried with anhydrous

Na ₂ SO ₄ , filtered and the filtrate was concentrated in vacuo to give the title compound (50.0 mg, 91% yield) as a white solid. LC-MS (ES1 ⁺ ) m/z 577.2 (M+H) ⁺ .

Synthesis of 4-[(6-Chloro-8-isopropyl-7-oxo-pyrido[2,3-d]pyrimidin-2-yl)a imno]-3-methyl- benzenesulfonyl chloride (Intermediate DG)

DG

Step 1 - N2-(4-benzylsulfanyl-2-methyl-phenyl)-5-bromo-N4-isopropyl-p yrimidine-2,4-diamine

[1418] To a solution of 4-benzylsulfanyl-2-methyl-aniline (1.00 g, 4.36 mmol, Intermediate DE) in IPA (10 mL) was added 5-bromo-2-chloro-N-isopropyl-pyrimidin-4-amine (1.20 g, 4.80 mmol, Intermediate DF) and TFA (9.94 g, 87.2 mmol, 6.46 mL) at 20 °C under nitrogen flow. Then the reaction was stirred at 80 °C for 20 hrs under nitrogen atmosphere. On completion, the mixture was diluted with H ₂ O (20 mL), and extracted with EA (30 mL X 3). The combined organic layer was washed with NaHCO ₃ (30 mL), then washed with brine (30 mL X 3), dried with anhydrous Na ₂ SO ₄ , filtered and the filtrate was concentrated in vacuo. The mixture was purified by pre-HPLC (column: Phenomenex luna C18 250*50mm*15um;mobile phase: [water(FA)-ACN];B%: 23%-53%,20min) to give the title compound (600 mg, 31 % yield) as a black solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) § 8.25 (s, 1H), 7.91 (s, 1H), 7.47 (d, J= 8.4 Hz, 1H), 7.36 - 7.25 (m, 4H), 7.23 (d, J= 6.8 Hz, 1H), 7.16 (s, 1H), 7.09 (d, J= 8.4 Hz, 1H), 6.33 (d, J= 8.0 Hz, 1H), 4.17 (s, 3H), 2.16 (s, 3H), 1.15 (d, J = 6.4 Hz, 6H). LC-MS (ESI ⁺ ) m/z 444.9 (M+H) ⁺ .

Step 2 - Methyl (E)-3-[2-(4-benzylsulfanyl-2-methyl-anilino)-4-(isopropylami no)pyrimidin-5-yl]prop-2- enoate

[1419] A mixture of N2-(4-benzylsulfanyl-2-methyl-phenyl)-5-bromo-N4-isopropyl-p yrimidine-2,4- diamine (2.20 g, 4.96 mmol), TEA (1.51 g, 14.8 mmol, 2.07 mL), and Pd(PPh )4 (1-15 g, 992 umol) inDMF (25 mL) was added methyl prop-2-enoate (3.11 g, 36.1 mmol, 3.25 mL). The mixture was degassed and purged with N2 three times, and then the mixture was stirred at 90 °C for 16 hours under N2 atmosphere. On completion, the reaction mixture was quenched with H ₂ O (20 mL) at 25 °C, then and extracted with EA (20 mL X 3). The combined organic layers were washed with brine (20 mL X 3), dried over anhydrous

Na ₂ SO ₄ fdtered and the filtrate was concentrated under reduced pressure to give a residue. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate=20/l to 5/1) (Rf = 0.5, PE:EA = 2: 1) to give the title compound (1.3 g, 58% yield) as a yellow solid. ¹ H NMR (400 MHz, DMSO-c/e) § 8.50 (s, 1H), 8.31 (s, 1H), 7.78 (d, J = 15.6 Hz, 1H), 7.50 (d, J = 8.4 Hz, 1H), 7.37 - 7.08 (m, 9H), 6.31 (d, J = 15.2 Hz, 1H), 4.18 (s, 2H), 3.68 (s, 3H), 2.18 (s, 3H), 1.16 - 1.10 (m, 6H). LC-MS (ESI ⁺ ) m/z 449.5 (M+H) ⁺ .

Step 3 - 2-(4-Benzylsulfanyl-2-methyl-anilino)-8-isopropyl-pyrido[2,3 -d]pyrimidin-7-one

[1420] To a solution of methyl (E)-3-[2-(4-benzylsulfanyl-2-methyl-anilino)-4-(isopropylami no) pyrimidin -5-yl]prop-2-enoate (110 mg, 245 umol) in DMP (2 mL) was added t-BuOK (82.5 mg, 735 umol). The mixture was stirred at 25 °C for 30 min. Then the mixture was heated to 120 °C and stirred for 1 hr. On completion, the mixture was concentrated in vacuo. The residue was purified by prep-TLC (SiO ₂ , PE: EA = 1 : 1) (Rf = 0.5, PE:EA=1 : 1) to give the title compound (50 mg, 48% yield) as a yellow solid. ¹ H NMR (400 MHz, DMSO-64) δ 9.27 (s, 1H), 8.64 (s, 1H), 7.70 (d, J= 9.2 Hz, 1H), 7.38 - 7.16 (m, 8H), 6.25 (d, J = 9.2 Hz, 1H), 5.61 - 5.42 (m, 1H), 4.22 (s, 2H), 2.17 (s, 3H), 1.34 (d, J= 5.2 Hz, 6H). LC-MS (ESI ⁺ ) m/z 867.3 (M+H) ⁺ .

Step 4 - 4-[(6-Chloro-8-isopropyl-7-oxo-pyrido[2,3-d]pyrimidin-2-yl)a mino]-3-methyl-benzenesulfonyl chloride

[1421] To a solution of 2-(4-benzylsulfanyl-2-methyl-anilino)-8-isopropyl-pyrido[2,3 -d]pyrimidin-7-one (100 mg, 240 umol) inACN (1 mL), AcOH (0.1 mL), H ₂ O (0.01 mL) was added NCS (128 mg, 960 umol). The mixture was stirred at 25 °C for 16 hrs in the dark. On completion, the mixture was quenched with H ₂ O (5 mL), and extracted with DCM (10 mL X 3). The combined organic layer was washed with brine (10 mL X 3), dried with anhydrous Na ₂ SO ₄ , filtered and the filtrate was concentrated in vacuo. The residue was purified by prep-TLC (SiO ₂ , PE:EA= 1 : l)(Rf = 0.56, PE:EA= 1 :1) to give the title compound (35 mg, 34% yield) as a yellow solid. LC-MS (ESI ⁺ ) m/z 426.8 (M+H) ⁺ .

Synthesis of 2-[4-(Azetidin-3-ylmethylsulfonyl)-2-methyl-anilino]-6-chlor o-8-isopropyl-pyrido[2,3 - d]pyrimidin-7-one (Intermediate KS)

KS

Step 1 - Tert-butyl 3-[[4-[(6-chloro-8-isopropyl-7-oxo-pyrido[2,3-d]pyrimidin-2- yl)amino]-3-methyl- phenyl] sulfonylmethyl] azetidine- 1 -carboxylate

[1422] To a solution of 4-[(6-chloro-8-isopropyl-7-oxo-pyrido[2,3-d]pyrimidin-2-yl)a mino]-3-methyl- benzenesulfonyl chloride (700 mg, 1.64 mmol, Intermediate DG) and tert-butyl 3 -methyleneazetidine- 1- carboxylate (HOmg, 655umol, CAS# 934664-41-2) inACN (1 mL) was added IR(PPY)3 and TTMSS (162 mg, 655 umol). The mixture was stirred at 25 °C for 14 hrs. On completion, the mixture was filtered and concentrated in vacuo to give a residue. The residue was purified by prep-HPLC (column: Phenomenex luna C18 150*25mm* lOum; mobile phase: [water (FA)-ACN]; B%: 53%-83%, 10 min) to give the title compound (350 mg, 46% yield) as a white solid. ^† H NMR (400 MHz, DMSO-d _fi ) δ 9.70 (s, 1H), 8.76 (s, 1H), 8.18 (s, 1H), 7.88 (d, J = 8.4 Hz, 1H), 7.77 (d, J = 2.0 Hz, 1H), 7.70 (dd, J = 2.0, 8.4 Hz, 1H), 5.76 - 5.55 (m, 1H), 3.94 - 3.74 (m, 2H), 3.73 - 3.45 (m, 4H), 2.87 - 2.74 (m, 1H), 2.38 (s, 3H), 1.44 (d, J = 6.8 Hz, 6H), 1.34 (s, 9H). LC-MS (ESI ⁺ ) m/z 562.0 (M+H) ⁺ .

Step 2 - 2-[4-(Azetidin-3-ylmethylsulfonyl)-2-methyl-anilino]-6-chlor o-8-isopropyl-pyrido[2,3 d]pyrimidin-7-one

[1423] To a solution of tert-butyl 3-[[4-[(6-chloro-8-isopropyl-7-oxo-pyrido[2,3-d]pyrimidin-2- yl)amino]- M3-methyl-phenyl]sulfonylmethyl]azetidine- 1 -carboxylate (400 mg, 711 umol) in DCM (2 mL) was added TFA (3.08 g, 27.0 mmol, 2 mL). The mixture was stirred at 25°C for 0.5 hrs. On completion, the mixture was filtered and concentrated in vacuo to give the title compound (328 mg, 99% yield) as yellow oil. LC-MS (ESL) m/z 462.1 (M+H) ⁺ .

Synthesis of 6-Chloro-8-isopropyl-2-[2-methyl-4-[[l-(4-piperidyl)azetidin -3- yl]methylsulfonyl]anilino] pyrido[2,3-d]pyrimidin- 7-one (Intermediate KT)

KT

Step 1 - Tert-butyl 4-[3-[[4-[(6-chloro-8-isopropyl-7-oxo-pyrido[2,3-d]pyrimidin -2-yl)amino]- 3-methyl- phenyl] sulfonylmethyl] azetidin- 1 -yl]piperidine- 1 -carboxylate

[1424] To a solution of tert-butyl 4-oxopiperidine-l -carboxylate (1.41 g, 7.10 mmol, CAS# 79099-07-3) and 2-[4-(azetidin-3-yhnethylsulfonyl)-2-methyl-anilino]-6-chlor o-8-isopropyl-pyrido[2,3-d]pyrimidin-7- one (328 mg, 710 umol, Intermediate KS) in THF (10 mL) was added dropwise KOAc (1.39 g, 14.2 mmol) at 0 °C. After 30 minutes, the NaBH(OAc)3 (1.50 g, 7. 10 mmol) was added dropwise. The resulting mixture was stirred at 0 °C for 2 hrs. On completion, the mixture was concentrated in vacuo to give a residue. Then the residue was purified by prep-HPLC (column: Welch Xtimate C18 150*25mm*5um; mobile phase: [water (FA)-ACN]; B%: 12%-42%, 10 min) to give the title compound (400 mg, 85% yield) as a white solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 9.69 (s, 1H), 8.76 (s, 1H), 8.18 (s, 1H), 7.87 (d, J = 8.0 Hz, 1H), 7.76 (s, 1H), 7.69 (dd, J = 2.0, 8.4 Hz, 1H), 5.70 - 5.57 (m, 1H), 3.65 (d, J = 3.6 Hz, 2H), 3.63 (d, J = 4.4 Hz, 4H), 3.56 (d, J= 7.6 Hz, 2H), 2.59 - 2.55 (m, 1H), 2.38 (s, 3H), 2.27 - 2.18 (m, 1H), 1.68 (d, J= 4.0 Hz, 2H), 1.65 (d, J= 4.0 Hz, 2H), 1.54 - 1.50 (m, 2H), 1.44 (d, J= 6.8 Hz, 6H), 1.37 (s, 9H). LC-MS (ESI ⁺ ) m/z 645.2 (M+H) ⁺ .

Step 2 - 6-Chloro-8-isopropyl-2- [2-methyl-4-[[ 1 -(4-piperidyl)azetidin-3-yl]methylsulfonyl]anilino] pyrido[2,3-d]pyrimidin-7-one

[1425] To a solution of tert-butyl 4-[3-[[4-[(6-chloro-8-isopropyl-7-oxo-pyrido[2,3-d]pyrimidin -2- yl)amino]- 3-methyl-phenyl]sulfonylmethyl]azetidin-l-yl]piperidine-l -carboxylate (120 mg, 185 umol) in DCM (0.5 mL) was added TFA (0.5 mL). The mixture was stirred at 25 °C for 1 hr. On completion, the reaction mixture was filtered and concentrated in vacuo to give the title compound (100 mg, 98% yield, TFA salt) as yellow oil. LC-MS (ESI ⁺ ) m/z 545.2 (M+H) ⁺ .

Synthesis of N-isopropylacetamidine (Intermediate DW)

DW

[1426] To a solution of ethyl ethanimidate hydrochloride ( 10.0 g, 80.9 mmol, CAS# 2208-07-3) in IPA (60 mL) was added TEA (8.19 g, 80.9 mmol) and propan-2-amine (4.78 g, 80.9 mmol, CAS# 4432-77-3). The mixture was stirred at 25 °C for 1 hour. On completion, the reaction mixture was concentrated in vacuo to give the title compound (5.5 g, 67% yield) as a colorless oil.

Synthesis of 3-Chloro-4,4-diethoxy-butan-2-one (Intermediate DX)

DX

[1427] To a stirred solution of diethoxymethoxyethane (16.0 g, 108 mmol, CAS# 122-51-0) in DCM (150 mL) was added diethyloxonio(trifluoro)boranuide (32.6 g, 108 mmol, 47% solution) at -30 °C under N2 atmosphere. The reaction mixture was allowed to stir at 25 °C for 1 hr. Then l-chloropropan-2-one (5.00 g, 54.0 mmol, CAS# 78-95-5) was added rapidly at -78 °C followed by DIPEA (20.9 g, 162 mmol). Then the reaction mixture was allowed to stir at -78 °C for 1 hr. The reaction mass was added saturated NaHCCL (100 mL) and stirred for 15 mins and the layer was separated. The aqueous phase was extracted with DCM (2 x 100 mL). The combined organic layer was washed with H2SO4 : H ₂ O (1 : 10) ratio followed by water (2 x 100 mL). The organic layer was dried over anhydrous Na ₂ SO ₄ and concentrated under reduced pressure to give the title compound (10.0 g, 47% yield) as a red oil.

Synthesis of [4-(3-Isopropyl-2-methyl-imidazol-4-yl)pyrimidin-2-yl] trifluoromethanesulfonate (Intermediate DY)

DY

Step 1 - l-(3-Isopropyl-2-methyl-imidazol-4-yl)ethanone

[1428] A mixture of 3-chloro-4,4-diethoxy-butan-2-one (10.0 g, 51.3 mmol, Intermediate DX), N- isopropylacetamidine (5.15 g, 51.3 mmol, Intermediate DW), K ₂ CO ₃ (21.3 g, 154 mmol) and 18-CROWN- 6 (678 mg, 2.57 mmol) in ACN (100 mL) was degassed and purged with N2 three times. Then the mixture was stirred at 80 °C for 16 hrs under N2 atmosphere. The reaction mixture was partitioned between H ₂ O (100 mL) and EA (2 x 100 mL). The organic phase was separated, washed with brine (100 mL), dried over anhydrous Na2SC>4, filtered and concentrated in vacuo to give a residue. The residue was purified by column chromatography (SiCL, DCM/IPA = 100/1 to 10/1) to give the title compound (5.00 g, 58% yield) as a red oil. ¹ H NMR (400 MHz, CDCl ₃ ) δ 7.72 (s, 1H), 5.43 - 5.22 (m, 1H), 2.54 (s, 3H), 2.46 (s, 3H), 1.52 (s, 3H), 1.50 (s, 3H). LCMS (ESL) m/z 167.1 (M+H) ⁺ .

Step 2 - (E)-3-(Dimethylamino)-l-(3-isopropyl-2-methyl-imidazol-4-yl) prop-2-en-l-one

[1429] To a solution of l-(3-isopropyl-2-methyl-imidazol-4-yl)ethanone (5.00 g, 30.0 mmol) in DMF (30 mL) was added DMF-DMA (3.94 g, 33.0 mmol, CAS# 4637-24-5). The mixture was stirred at 130 °C for 16 hrs. The reaction mixture was concentrated in vacuo to remove solvent. The residue was purified by column chromatography (SiCL, DCM/IPA = 100/1 to 10/1) to give the title compound (3.00 g, 45% yield) as a red solid. ¹ H NMR (400 MHz, CDCl ₃ ) δ 7.66 (d, J= 12.4 Hz, 1H), 7.48 (s, 1H), 5.49 (d, J= 12.4 Hz, 1H), 5.47 - 5.40 (m, 1H), 3.14 - 2.87 (m, 6H), 2,60 (s, 3H), 1.56 (s, 3H), 1.54 (s, 3H). LCMS (ESI ⁺ ) m/z 2222 (M+H) ⁺ .

Step 3 - 4-(3-Isopropyl-2-methyl-imidazol-4-yl)pyrimidin-2-ol

[1430] To a solution of (£)-3-(dimethylamino)-l-(3-isopropyl-2-methyl-imidazol-4-yl )prop-2-en-l-one (2.00 g, 9.04 mmol), Cl hONa (1.95 g, 36.1 mmol) and urea (1.36 g, 22.5 mmol, CAS# 506-89-8) in 1- butanol (20 mL) was stirred at 140 °C for 16 hrs. On completion, the reaction mixture was concentrated in vacuo to remove the solvent. The residue was purified by prep-HPLC (column: Phenomenex C18 250*50mm*10um;mobile phase: [water (ammonia hydroxide v/v)-ACN];B%: 0%-20%,8min) to give the title compound (1.10 g, 55% yield) as a white solid. LCMS (ESI ⁺ ) m z 219.0 (M+H) ⁺ .

Step 4 - [4-(3-Isopropyl-2-methyl-imidazol-4-yl)pyrimidin-2-yl] trifluoromethanesulfonate

[1431] To a solution of 4-(3-isopropyl-2-methyl-imidazol-4-yl)pyrimidin-2-ol (550 mg, 2.52 mmol) in DCM (5 mL) was added TEA (509 mg, 5.04 mmol) and Tf2O (746 mg, 2.65 mmol). The mixture was stirred at 0 °C for 1 hr. On completion, the reaction mixture was partitioned between H ₂ O (50 mL) and DCM (50 mL). The organic phase was separated, washed with brine (50 mL), dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue to give the title compound (780 mg, 88% yield) as a red solid. LCMS (ESH) m/z 350.9 (M+H) ⁺ .

Synthesis of 4-[[4-(3-Isopropyl-2-methyl-imidazol-4-yl)pyrimidin-2-yl]ami no]-3-methyl- benzenesulfonyl chloride (Intermediate DZ)

DZ

Step 1 - N-(4-Benzylsulfanyl-2-methyl-phenyl)-4-(3-isopropyl-2-methyl -imidazol-4-yl) pyrimidine- amine

[1432] A mixture of [4-(3-isopropyl-2-methyl-imidazol-4-yl)pyrimidin-2-yl] trifluoromethanesulfonate (780 mg, 2.23 mmol, Intermediate DY), 4-benzylsulfanyl-2-methyl-aniline (459 mg, 2.00 mmol, Intermediate DE), Pd(OAc) ₂ (49.9 mg, 222 umol), BINAP (138 mg, 222 umol) and CS2CO3 (2.18 g, 6.68 mmol) in toluene (10 mL) was degassed and purged with N2 three times. Then the mixture was stirred at 100 °C for 16 hrs under N2 atmosphere. The reaction mixture was filtered and concentrated in vacuo to give a residue. The residue was purified by prep-HPLC (column: Phenomenex Luna C18 200*40mm*10um;mobile phase: [water(FA)-ACN];B%: 25%-55%,10min) to give the title compound (270 mg, 28% yield) as a yellow solid. LCMS (ESI ⁺ ) m/z 430.4 (M+H) ⁺ .

Step 2 - 4-[[4-(3-Isopropyl-2-methyl-imidazol-4-yl)pyrimidin-2-yl]ami no]-3-methyl-benzenesulfonyl chloride

[1433] To a solution of A-(4-benzylsulfanyl-2-methyl-phenyl)-4-(3-isopropyl-2-methyl -imidazol-4-yl) pyrimidin-2-amine (30.0 mg, 69.8 umol) in a mixture solution of ACN (1 mL), AcOH (0.1 mL) and H ₂ O (0.02 mL) was addedNCS (23.3 mg, 174 umol). The mixture was stirred under dark at 25 °C for 1 hrs. The mixture was diluted with water (15 mL), and extracted with EA (3 X 10 mL). The combined organic layer was washed with brine (30 mL), dried with anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (28.0 mg, 98% yield) as a yellow solid. LCMS (ESI ⁺ ) m/z 405.7 (M+H) ⁺ .

Synthesis of 4-[3-[4-[[4-(3-Isopropyl-2-methyl-imidazol-4-yl)pyrimidin-2- yl]amino]-3-methyl- phenyl] sulfonylpropoxy] cyclohexanecarbaldehyde (Intermediate KU)

KU

Step 1 - N-[4-[3-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy ]propylsulfonyl]-2-methyl- phenyl]- 4-(3-isopropyl-2-methyl-imidazol-4-yl)pyrimidin-2-amine

[1434] An oven-dried 15 mL vial equipped with magnetic stir bar was charged with (4-allyloxycyclohexyl) methoxy-tert-butyl-diphenyl-silane (82.0 mg, 200 umol, Intermediate CU), 4-[[4-(3-isopropyl-2- methyl- imidazol-4-yl)pyrimidin-2-yl]amino]-3-methyl-benzenesulfonyl chloride (203 mg, 501 umol, Intermediate DZ), tris[2-(2-pyridyl)phenyl]iridium (656 ug, 1.00 umol), bis(trimethylsilyl)silyl- trimethyl-silane (99.7 mg, 401 umol) and 4-sulfanylphenol (5.06 mg, 40. 1 umol) in ACN (3 mL). The vial was sealed and placed under nitrogen was added. The reaction was stirred and irradiated with a 10 W blue LED lamp (3 cm away), with cooling water to keep the reaction temperature at 25 °C for 14 hrs. The reaction mixture was filtered and concentrated in vacuo to give a residue. The residue was purified by prep-HPLC (column: Phenomenex luna C18 150*25mm* 10um;mobile phase: [water(FA)-ACN];B%: 51 %-81 %,9min) to give the title compound (40.0 mg, 26% yield) as a white solid. ¹ H NMR (400 MHz, DMSO-de) δ 9.06 (s, 1H), 8.39 (d, J= 5.2 Hz, 1H), 7.79 (d, ./~ 8.4 Hz, 1H), 7.75 (s, 1H), 7.68 (dd, J= 1.6, 8.0 Hz, 1H), 7.58 (dd, ./~ 1.6, 7.2 Hz, 4H), 7.46 - 7.40 (m, 7H), 7.10 (d, J= 5.2 Hz, 1H), 5.53 - 5.44 (m, 1H), 3.44 - 3.41 (m, 4H), 3.25 (d, J = 7.6 Hz, 2H), 2.43 (s, 3H), 2.34 (s, 3H), 1.94 - 1.87 (m, 2H), 1.72 (d, J = 9.6 Hz, 3H), 1.48 - 1.38 (m, 2H), 1.25 (d, J = 7.2 Hz, 6H), 1.10 - 1.02 (m, 3H), 0.98 (s, 9H), 0.93 (d, J= 13.2 Hz, 2H). LCMS (ESH) m/z 780.4 (M+H) ⁺ .

Step 2 - [4-[3-[4-[[4-(3-lsopropyl-2-methyl-imidazol-4-yl)pyrimidin-2 -yl]amino]-3-methyl-phenyl] sulfonylpropoxy]cyclohexyl]methanol

[1435] To a solution of N-[4-[3-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy ]propylsulfonyl]- 2- methyl-phenyl]-4-(3-isopropyl-2-methyl-imidazol-4-yl)pyrimid in-2-amine (30.0 mg, 38.4 umol) in DCM (1 mL) was added HCl/dioxane (4 M, 1 mL). The mixture was stirred at 25 °C for 3 hrs. On completion, the reaction mixture was concentrated in vacuo to give a residue. The residue was purified by prep-HPLC (column: Phenomenex luna C 18 150*25mm* 10um;mobile phase: [water(FA)-ACN];B%: 9%-39%, 9 min) to give the title compound (20.0 mg, 96% yield) as a white solid. LCMS (ESI ⁺ ) m/z 542.2 (M+H) ⁺ .

Step 3 - 4-[3-[4-[[4-(3-lsopropyl-2-methyl-imidazol-4-yl)pyrimidin-2- yl]amino]-3-methyl-phenyl] sulfonylpropoxy]cyclohexanecarbaldehyde

[1436] To a solution of [4-[3-[4-[[4-(3-isopropyl-2-methyl-imidazol-4-yl)pyrimidin-2 -yl]amino]-3- methyl- phenyl]sulfonylpropoxy]cyclohexyl]methanol (24.0 mg, 44,3 umol) in DCM (2 mL) was added DMP (22.5 mg, 53.1 umol). The mixture was stirred at 25 °C for 1 hr. The reaction mixture was quenched with NazSzOj^SHzO (10 mL), and extracted with DCM (3 x 20 mL). The combined organic layer was washed with brine (20 mL), dried over anhydrous sodium sulfate, filtered and the filtrate was concentrated in vacuo to give the title compound (23.0 mg, 96% yield) as a white solid. LCMS (ESI ⁺ ) m/z 540.3 (M+H) ⁺ .

Synthesis of 4-[3-[3-Methyl-4-[[4-(l-methylpyrazol-4-yl)-5-(trifluorometh yl)pyrimidin-2-yl]aniino] phenyl] sulfonylpropoxy] cyclohexanecarbaldehyde (Intermediate KV)

Step 1 - N-[4-[3-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy ]propylsulfonyl]-2-methyl- phenyl]- 4-( 1 -methylpyrazol-4-yl)-5-(trifluoromethyl)pyrimidin-2-amine

[1437] To a solution of (4-allyloxycyclohexyl)methoxy-tert-butyl-diphenyl-silane (150 mg, 367 umol, Intermediate CU) and 3-methyl-4-[[4-(l-methylpyrazol-4-yl)-5-(trifluoromethyl)pyr imidin-2-yl]amino] benzenesulfonyl chloride (396 mg, 917 umol, Intermediate EB) inACN (3 mL) was added 4 -bromopyridine (11.6 mg, 73.4 umol), Ir[dF(CF ₃ )ppy]2(dtbpy)(PFg) (4. 12 mg, 3.67 umol), TTMSS (182 mg, 734 umol, 226 uL) and IR(PPY)3 (1.20 mg, 1.84 umol). The mixture was stirred at 25°C for 14 hrs. On completion, the mixture was filtered and concentrated in vacuo to give a residue. The residue was purified by prep-HPLC (column: Phenomenex Luna C18 200*40mm*10um; mobile phase: [water (TFA) -ACN]; B%: 80%- 100%, 10 min) to give the title compound (120 mg, 41% yield, TFA salt) as a white solid. ^† H NMR (400 MHz, CDCl ₃ ) δ 8.68 (s, 1H), 8.49 (d, J= 8.8 Hz, 1H), 8.16 (s, 1H), 8.04 (s, 1H), 7.82 (cl, ./ - 8.8 Hz, 1H), 7.78 (s, 1H), 7.65 (d, J = 6.4 Hz, 4H), 7.54 (s, 1H), 7.43 - 7.36 (m, 5H), 4.01 (s, 3H), 3.54 (t, J= 6.0 Hz, 2H), 3.45 (d, y = 6.0 Hz, 2H), 3.27 - 3.19 (m, 2H), 3.16 - 3.06 (m, 1H), 2.47 (s, 3H), 2.23 - 2.04 (m, 2H), 2.01 - 1.96 (m, 3H), 1.82 (d, J = 12.4 Hz, 2H), 1.53 - 1.42 (m, 1H), 1.20 - 1.11 (m, 2H), 1.05 (s, 9H), 1.02 - 0.92 (m, 2H). LC-MS (ESI ⁺ ) m/z 806.5 (M+H) ⁺ .

Step 2 - [4-[3-[3-Methyl-4-[[6-(l-methylpyrazol-4-yl)-5-(trifluoromet hyl)-2-pyridyl]amino]phenyl] sulfonylpropoxy]cyclohexyl]methyl 2,2,2-trifluoroacetate

[1438] To a solution of N-[4-[3-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy ]propylsulfonyl]- 2- methyl-phenyl]-4-(l-methylpyrazol-4-yl)-5-(trifluoromethyl)p yrimidin-2-amine (120 mg, 148 umol) in DCM (0.5 mL) was added TEA (770 mg, 6.75 mmol, 0.5 mL). The mixture was stirred at 25 °C for 2 hrs. On completion, the mixture was filtered and concentrated in vacuo to give a residue. The residue was purified by prep-HPLC (column: Welch Xtimate C18 150*25mm*5um; mobile phase: [water (TFA)-ACN]; B%: 52%-72%, 10 min) to give the title compound (70 mg, 61% yield, TFA salt) as a white solid. ¹ H NMR (400 MHz, CDC13) δ 8.66 (s, 1H), 8.38 (d, J= 8.4 Hz, 1H), 8.15 (s, 1H), 8.11 (s, 1H), 8.04 (s, 1H), 7.84 - 7.78 (m, 2H), 4.16 (d, J = 6.4 Hz, 2H), 4.02 (s, 3H), 3.55 (t, J= 6.0 Hz, 2H), 3.26 - 3.20 (m, 2H), 3.19 - 3.11 (m, 1H), 2.47 (s, 3H), 2.07 - 1.97 (m, 4H), 1.86 - 1.78 (m, 2H), 1.78 - 1.67 (m, 1H), 1.27 - 1.15 (m, 2H), 1.10 - 0.99 (m, 2H). LC-MS (ESI ⁺ ) m/z 664.1 (M+H) ⁺ .

Step 3 - [4-[3-[3-Methyl-4-[[4-(l-methylpyrazol-4-yl)-5-(trifhioromet hyl)pyrimidin-2-yl]amino]phenyl] sulfonylpropoxy]cyclohexyl]methanol

[1439] To a solution of [4-[3-[3-methyl-4-[[4-(l-methylpyrazol-4-yl)-5-(trifhioromet hyl)pyrimidin-2-yl] amino]phenyl]sulfonylpropoxy]cyclohexyl]methyl 2,2,2-trifluoroacetate (70.0 mg, 105 umol) in THF (1 mL) was addedNaOH (4.22 mg, 105 umol) and H ₂ O (1.90 mg, 105 umol, 1.90 uL). The mixture was stirred at 25 °C for 10 mins. On completion, the mixture was concentrated in vacuo to give the title compound (59.0 mg, 98% yield) as a yellow solid. LC-MS (ESI ⁺ ) m/z 568.1 (M+H) ⁺ .

Step 4 - 4-[3-[3-Methyl-4-[[4-(l-methylpyrazol-4-yl)-5-(trifluorometh yl)pyrimidin-2-yl]amino] phenyl]sulfonylpropoxy]cyclohexanecarbaldehyde

[1440] To a solution of [4-[3-[3-methyl-4-[[4-(l-methylpyrazol-4-yl)-5-(trifluoromet hyl)pyrimidin-2-yl] amino]phenyl]sulfonylpropoxy]cyclohexyl]methanol (59.0 mg, 103 umol) in DCM (1 mL) was added DMP (66.1 mg, 155 umol). The mixture was then stirred at 25 °C for 2 hrs. On completion, the reaction mixture was quenched with NazSzO? (0.5 mL) at 25 °C, and then diluted with NaHCO ₃ (8 mL) and extracted with DCM (3 X 8 mL). The combined organic layers were washed with brine (2 X 5 mL), dried over anhydrous

Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (50.0 mg, 86% yield) as yellow oil. LC-MS (ESI ⁺ ) m/z 566.2 (M+H) ⁺ .

Synthesis of 3-(4-Bromo-3-niethyl-2-oxo-2,3-dihydro-lH-benzo[d]imidazol-l -yl)piperidine-2, 6-dione (Intermediate DC)

Step 1 - 2-Bromo-N-methyl-6-nitro-aniline

[1441] To a solution of 1 -bromo-2-fluoro-3 -nitro-benzene (40.0 g, 181 mmol, CAS# 58534-94-4) in THF (40 mL) was added McNI h (2 M, 400 mL). The reaction mixture was stirred at 60 °C for 12 hours. On completion, the reaction mixture was poured into sat.NaHCOj (30 mL) and extracted with EA (3 X 200 mL). The combined organic layers were washed with brine (2 X 200 mL), dried with anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (40.0 g, 95% yield) as red oil. LC-MS (ESI ⁺ ) m/z 230.9 (M+H) ⁺ .

Step 2 - 3-Bromo-N2-methyl-benzene-l,2-diamine

[1442] To a mixture of 2-bromo-N-methyl-6-nitro-aniline (23.0 g, 99.5 mmol) in EA (300 mL) and FLO (10 mL) was added AcOH (100 mL). The mixture was warmed to 50 °C. Then Fe (22.2 g, 398 mmol) was added to the reaction mixture and the mixture was heated to 80 °C about 4 hours. On completion, the reaction mixture was filtered and concentrated in vacuo. The residue was diluted with water (100 mL) and extracted with EA (3 X 200 mL). The combined organic layers was dried over Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (20.0 g, 99% yield) as red oil. ^† ll NMR (400MHz, DMSO- d ₆ ) 5 6.73 - 6.70 (m, 1H), 6.68 - 6.60 (m, 2H), 5.02 (s, 2H), 3.67 (s, 1H), 2.58 (s, 3H).

Step 3 - 4-Bromo-3-methyl-lH-benzimidazol-2-one

[1443] To a mixture of 3-bromo-N2-methyl-benzene-l,2-diamine (20.0 g, 99.4 mmol) in ACN (300 mL) was added CDI (32.2 g, 198 mmol). The reaction mixture was stirred at 85 °C for 12 hours under N2 atmosphere. On completion, the reaction mixture was concentrated in vacuo. The reaction mixture was diluted with water (200 mL), where a solid precipitate was formed, which was filtered off. The solid was washed with water (1 L) and dried in vacuo to give the title compound (20.0 g, 88% yield) as white solid. ¹ H NMR (400MHz, DMSO-d ₆ ) δ 11.17 (s, 1H), 7.14 (dd, = 1.2, 8.0 Hz, 1H), 7.00 - 6.95 (m, 1H), 6.93 - 6.87 (m, 1H), 3.55 (s, 3H).

Step 4 - 3-(4-Bromo-3-methyl-2-oxo-benzimidazol-l-yl)-l-[(4-methoxyph enyl)methyl]piperidine- 2,6- dione

[1444] To a solution of 4-bromo-3-methyl-lH-benzimidazol-2-one (12.0 g, 52.8 mmol) in THF (300 mL) was added t-BuOK (7. 12 g, 63.4 mmol). The reaction mixture was stirred at 0 °C for 0.5 hr. Subsequently, [l-[(4-methoxyphenyl)methyl]-2,6-dioxo-3-piperidyl]trifluoro methanesulfonate (20.1 g, 52.8 mmol, Intermediate CY) in a solution of THF (100 mL) was added dropwise. The resulting reaction mixture was stirred at 20 °C for 0.5 hr under N2. On completion, the reaction mixture was quenched with saturated NH4CI (100 mL), and extracted with ethyl acetate (200 mL). The combined organic layers were washed with brine (2 X 100 mL), dried over anhydrous sodium sulfate, filtered, the filtrate was concentrated in vacuo. The crude product was purified by reversed-phase HPLC (0.1% FA condition) to give the title compound (13.3 g, 55% yield) as a yellow solid. ¹ H NMR (400MHz, CDCl ₃ ) δ 7.38 (d, J = 8.8 Hz, 2H),

7.22 (d, J= 8.0 Hz, 1H), 6.84 (d, J= 8.8 Hz, 2H), 6.80 (t, J= 8.0 Hz, 1H), 6.48 - 6.40 (d, J= 8.0 Hz, 1H),

5.22 (dd, ./ - 5.2, 12.8 Hz, 1H), 5.04 - 4.93 (m, 2H), 3.81 (s, 3H), 3.80 (s, 3H), 3.12 - 2.98 (m, 1H), 2.93 - 2.77 (m, 1H), 2.62 (dq, J= 4.4, 13.2 Hz, 1H), 2.20 - 2.17 (m, 1H).

Step 5 - 3-(4-bromo-3-methyl-2-oxo-2,3-dihydro-lH-benzo[d]imidazol-l- yl)piperidine-2, 6-dione

[1445] A mixture of 3-(4-bromo-3-methyl-2-oxo-benzimidazol-l-yl)-l-[(4- methoxyphenyl)methyl]piperidine -2,6-dione (13.3 g, 29.0 mmol) in a mixed solvent of Tol. (80 mL) and methane sulfonic acid (40 mL) was degassed and purged with N2 for 3 times, and then the mixture was stirred at 120 °C for 2 hrs under N2 atmosphere. On completion, the reaction mixture was concentrated in vacuo to remove toluene. The residue was added 200 mL of ice water, and then white solid precipitate formed. The mixture was filtered and the filtered cake was collected and dried over in vacuo to give the title compound (7.30 g, 74% yield) as white solid. ’H NMR (400MHz, DMSO-d ₆ ) δ 11.13 (s, 1H), 7.25 (d, J= 8.0 Hz, 1H), 7.17 (d, J= 8.0 Hz, 1H), 7.05 - 6.93 (m, 1H), 5.41 (dd, J= 5.2, 12.8 Hz, 1H), 3.64 (s, 3H), 2.96 - 2.83 (m, 1H), 2.78 - 2.59 (m, 2H), 2.08 - 2.00 (m, 1H).

Synthesis of l-[l-[l-[(4-methoxyphenyl)methyl]-2,6-dioxo-3-piperidyl]-3-m ethyl-2-oxo- benzimidazol-4-yl]piperidine-4-carbaldehyde (Intermediate KW)

Pd-PEPPSI-IHeptCI 3-Chloropyridine

Cs ₂ CO ₃ , dioxane

FA

Step 1 - 3-[4-[4-(dimethoxymethyl)-l-piperidyl]-3-methyl-2-oxo-benzim idazol-l-yl]-l-[(4- methoxyphenyl)methyl]piperidine-2, 6-dione

A mixture of 4-(dimethoxymethyl)piperidine (100 mg, 628 umol, CAS# 188646-83-5), 3-(4-bromo-3- methyl-2-oxo-benzimidazol-l-yl)-l-[(4-methoxyphenyl)methyl]p iperidine-2, 6-dione (230 mg, 502 umol, synthesized via Steps 1-4 of Intermediate DC), CS2CO3 (818 mg, 2.51 mmol) and Pd-PEPPSI-IHeptCI 3- Chloropyridine (54.0 mg, 62.8 umol) in dioxane (2 mL) was degassed and purged with N2 three times. Then the mixture was stirred at 100 °C for 16 hrs under N2 atmosphere. On completion, the mixture was filtered and concentrated in vacuo to give the title compound (50 mg, 15% yield) as white solid. LC-MS (ESI+) m/z 537.2 (M + H) ⁺ .

Step 2 - l-[l-[l-[(4-Methoxyphenyl)methyl]-2,6-dioxo-3-piperidyl]-3-m ethyl-2-oxo-benzimidazol-4- yl]piperidine-4-carbaldehyde

[1446] A mixture of 3-[4-[4-(dimethoxymethyl)-l-piperidyl]-3-methyl-2-oxo-benzim idazol-l-yl]-l-[(4- methoxyphenyl)methyl]piperidine-2, 6-dione (50 mg, 93.1 umol) in HCOOH (1 mL) was stirred at 70 °C for 1 hr. On completion, the reaction mixture was concentrated under reduced pressure to give the title compound (45 mg, 98.45% yield) as yellow solid. LC-MS (ES1 ⁺ ) m/z 491.2 (M + H) ⁺ .

Synthesis of 6-Chloro-8-isopropyl-2-methylsulfonyl-pyrido[2,3-d]pyrimidin -7-one (Intermediate KP)

Step 1 - 8-Isopropyl-2-methylsulfonyl-pyrido[2,3-d]pyrimidin-7-one

[1447] To a solution of 8-isopropyl-2-methylsulfanyl-pyrido[2,3-d]pyrimidin-7-one (2.20 g, 9.35 mmol, Intermediate DN) in DCM (20.0 mL) was added m-CPBA (7.59 g, 37.0 mmol, 85% solution). The mixture was stirred at 40 °C for 3 hrs. On completion, the reaction mixture was quenched with NajCOs aq. (100 mL) at 25 °C, and then extracted with EA (3 X 100 mL). The combined organic layers were washed with brine (2 X 100 mL), dried over anhydrous NazSOzi, filtered and concentrated in vacuo to give the title compound (2. 10 g, 84% yield) as a yellow solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 9.27 (s, 1H), 8.07 (d, J - 9.6 Hz, 1H), 6.87 (d, ./ - 9.6 Hz, 1H), 5.65 (td, J= 6.8, 13.6 Hz, 1H), 3.46 (s, 3H), 1.56 (d, J= 7.2 Hz, 6H). LC-MS (ESI ⁺ ) m/z 267.9(M+H) ⁺ .

Step 2 - 6-Chloro-8-isopropyl-2-methylsulfonyl-pyrido[2,3-d]pyrimidin -7-one

[1448] To a solution of 8-isopropyl-2-methylsulfonyl-pyrido[2,3-d]pyrimidin-7-one (100 mg, 374 umol) in DMF (1.50 mL) was added NCS (149 mg, 1.12 mmol). The mixture was stirred at 70 °C for 16 hrs. On completion, the mixture was concentrated in vacuo. The mixture was purified by reversed phase (0.1% FA) to give the title compound (74.0 mg, 65% yield) as a yellow solid. ¹ H NMR (400 MHz, DMSO-t/fi) δ 9.27 - 9.25 (m, 1H), 8.68 - 8.37 (m, 1H), 5.90 - 5.58 (m, 1H), 3.48 (d, J = 2.4 Hz, 3H), 1.58 (s, 6H). LC-MS (ESL) m/z 301.8(M+H) ⁺ .

Synthesis of 6-chloro-8-isopropyl-2-[2-methyl-4-(4-piperidylsulfonyl)anil ino]pyrido[2,3- d]pyrimidin-7-one (Intermediate KX)

KX

Step 1 - Tert-butyl 4-[4-[(6-chloro-8-isopropyl-7-oxo-pyrido[2,3-d]pyrimidin-2-y l)amino]-3-methyl- phenyl]sulfonylpiperidine- 1 -carboxylate

[1449] To a solution of tert-butyl 4-(4-amino-3-methyl-phenyl)sulfonylpiperidine-l -carboxylate (250 mg, 705 umol, Intermediate KZ) in DMF (2 mL) was added t-BuOK (395 mg, 3.53 mmol) at 0 °C, then the 6- chloro-8-isopropyl-2-methylsulfonyl-pyrido[2,3-d]pyrimidin-7 -one (170 mg, 564 umol, Intermediate KP) was added. The reaction mixture was stirred at 25 °C for 1 hr. On completion, the residue was diluted with water (10 mL), then the residue was extracted with EA(3 X 20mL). The combined organic layer was dried over Na ₂ SO ₄ , filtered and filtrate was concentrated in vacuo. The residue was purified by column chromatography to give the title compound (300 mg, 73% yield) as yellow solid, ¹ H NMR (400 MHz, DMSO-rie) δ 9.72 (s, 1H), 8.76 (s, 1H), 8.17 (s, 1H), 7.86 - 7.82 (m, 1H), 7.75 - 7.73 (m, 1H), 7.67 (dd, J= 1.6, 8.4 Hz, 1H), 5.63 - 5.53 (m, 1H), 4.04 - 3.98 (m, 2H), 3.49 - 3.40 (m, 1H), 2.88 (s, 3H), 2.73 (s, 3H), 2.36 (s, 3H), 1.89 - 1.84 (m, 2H), 1.36 (s, 15H). LC-MS (ESH) m/z 576.0 (M+H) ⁺ .

Step 2 - 6-Chloro-8-isopropyl-2-[2-methyl-4-(4-piperidylsulfonyl)anil ino]pyrido[2,3-d]pyrimidin-7-one [1450] A solution of tert-butyl 4-[4-[(6-chloro-8-isopropyl-7-oxo-pyrido[2,3-d]pyrimidin-2-y l)amino] -3- methyl-phenyl]sulfonylpiperidine-l -carboxylate (100 mg, 173 umol) in HCl/dioxane (3 mL) was stirred at 25 °C for 0.5 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (88.0 mg, 98% yield, HC1) as yellow oil. LC-MS (ESI ⁺ ) m/z 476.2 (M+H) ⁺ .

Synthesis 6-chloro-8-isopropyl-2-[2-methyl-4-[[l-(4-piperidyl)-4- piperidyl] sulfonyl] anilino]pyrido [2, 3-d] pyrimidin-7-one (Intermediate KY)

Step 1 - Tert-butyl 4-[4-[4-[(6-chloro-8-isopropyl-7-oxo-pyrido[2,3-d]pyrimidin- 2-yl)amino]-3-methyl- phenyl] sulfonyl- 1 -piperidyl]piperidine- 1 -carboxylate

[1451] To a solution of 6-chloro-8-isopropyl-2-[2-methyl-4-(4-piperidylsulfonyl)anil ino]pyrido[2,3- d]pyrimidin-7-one (170 mg, 332 umol, HCI salt, Intermediate KX) in THF (2 mL) was added TEA (67.1 mg, 663 umol). Then tert-butyl 4-oxopiperidine- 1 -carboxylate (330 mg, 1.66 mmol, CAS# 79099-07-3) and HOAc (19.9 mg, 331 umol) were added, and the mixture was stirred at 25 °C for 0.5 hrs. Next, NaBH(OAc)3 (140 mg, 663 umol) was added and the mixture was stirred at 25 °C for 12 hrs. On completion, the mixture was quenched with water (ImL), filtered and the filtrate was concentrated in vacuo to give the residue. The residue was purified by prep-HPLC (column: Phenomenex luna C18 150*25mm* 10um;mobile phase: [water(FA)-ACN];B%: 20%-50%,8min) to give the title compound (120 mg, 55% yield) as white solid. ¹ H NMR (400 MHz, DMSO-<7 ₆ ) δ 9.72 (s, 1H), 8.76 (s, 1H), 8.17 (s, 1H), 7.85 - 7.78 (m, 1H), 7.72 (d, J= 1.6 Hz, 1H), 7.66 (dd, J= 2.0, 8.4 Hz, 1H), 5.65 - 5.51 (m, 1H), 3.95 - 3.88 (m, 2H), 3.63 - 3.59 (m, 2H), 2.92 - 2.87 (m, 2H), 2.35 (s, 3H), 2.12 (br t, J= 10.6 Hz, 2H), 1.87 - 1.81 (m, 2H), 1.69 - 1.57 (m, 4H), 1.38 (s, 6H), 1.37 (s, 9H), 1.29 - 1.14 (m, 4H); LC-MS (ESI ⁺ ) m/z 659.2 (M + H) ⁺ .

Step 2 - 6-Chloro-8-isopropyl-2-[2-methyl-4-[[l-(4-piperidyl)-4-piper idyl]sulfonyl]anilino]pyrido[2,3- d]pyrimidin-7-one

[1452] To a solution of tert-butyl 4-[4-[4-[(6-chloro-8-isopropyl-7-oxo-pyrido[2,3-d]pyrimidin- 2- yl)amino]-3-methyl-phenyl]sulfonyl-l-piperidyl]piperidine-l -carboxylate (60 mg, 91.0 umol) in DCM (1.0 mL) was added TFA (770 mg, 6.75 mmol), then the mixture was stirred at 25 °C for 1 hr. On completion, the mixture was concentrated in vacuo to give the title compound (60 mg, 98% yield, TFA) as yellow oil. LC-MS (ESI+) m/z 559.2 (M + H) ⁺ .

Synthesis of Tert-butyl 4-(4-amino-3-methyl-phenyl) sulfonylpiperidine-l-carboxylate (Intermediate KZ)

Step 1 - Tert-butyl 4-(3-methyl-4-nitro-phenyl)sulfanylpiperidine-l-carboxylate

[1453] To a solution of 4-fluoro-2-methyl- 1 -nitro-benzene (2.14 g, 13.8 mmol, CAS #446-33-3) and tert- butyl 4-sulfanylpiperidine-l -carboxylate (2.50 g, 11.5 mmol, CAS# 134464-79-2) in DMF (30 mL) was added K ₂ CO ₃ (3.18 g, 23.0 mmol), then the mixture was stirred at 25 °C for 8 hrs. On completion, the mixture was diluted with water (30 mL) and extracted with EA (20 mL X 3). The combined organic layer was dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the residue. The residue was purified by column chromatography (SiO ₂ , PE: EA= 15: 1 to 7: 1) to give the title compound (3.60 g, 88% yield) as yellow solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 7.96 (d,J= 8.8 Hz, 1H), 7.44 (d, J= 1.6 Hz, 1H), 7.39 - 7.38 (m, 1H), 3.83 (d, J= 13.6 Hz, 2H), 3.78 - 3.70 (m, 1H), 3.09 - 2.92 (m, 2H), 2.52 (s, 3H), 2.02 - 1.90 (m, 2H), 1.46 - 1.40 (m, 2H), 1.39 (s, 9H).

Step 2 - Tert-butyl 4-(3-methyl-4-nitro-phenyl)sulfonylpiperidine-l -carboxylate

[1454] To a solution of tert-butyl 4-(3-methyl-4-nitro-phenyl)sulfanylpiperidine-l-carboxylate (1.00 g, 2.84 mmol) in DCM ( 10 mL) was added MCPBA (2.45 g, 14.1 mmol) at 0 °C , then the mixture was stirred at 25 °C for 1 hr. On completion, the mixture was quenched with Na2SO3 (10 mL) and Na2CO3 (8 mL) at 0 °C, diluted with water (8 mL) and extracted with DCM (8 mL X 3). The combined organic layer was dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the residue. The residue was purified by column chromatography (SiO ₂ , PE: EA=4: 1 to 1 : 1) to give the title compound (900 mg, 82% yield) as yellow solid. ¹ H NMR (400 MHz, DMSO-t/ ₆ ) δ 8.20 (d, J= 8.4 Hz, 1H), 8.01 (d, J= 1.2 Hz, 1H), 7.90 - 7.89 (m, 1H), 4.01 (d, J= 11.6 Hz, 2H), 3.73 - 3.54 (m, 1H), 2.75 - 2.64 (m, 2H), 2.58 (s, 3H), 1.84 (d, J= 11.6 Hz, 2H), 1.45 - 1.38 (m, 2H), 1.37 (s, 9H). Step 3 - Tert-butyl 4-(4-amino-3-methyl-phenyl) sulfonylpiperidine- 1 -carboxylate

[1455] To a solution of tert-butyl 4-(3-methyl-4-nitro-phenyl)sulfonylpiperidine-l-carboxylate (0.400 g, 1.04 mmol) in EtOH (10 mL) and FEO (2 mL) was added Fe (348 mg, 6.24 mmol) and NH4CI (556 mg, 10.4 mmol). The reaction mixture was stirred at 80 °C for 2 hrs. On completion, the reaction mixture was filtered and filtrate was concentrated in vacuo. The residue was diluted with water (10 mL), then extracted with EA (3 X 20mL). The combined organic layer was dried over Na ₂ SO ₄ , filtered and filtrate was concentrated in vacuo. The residue was purified by column chromatography to give the title compound (300 mg, 81% yield) as yellow solid. LC-MS (ESI ⁺ ) m/z 298.9 (M-56) ⁺ .

Synthesis of 2-[l-[l-(2,6-dioxo-3-piperidyl)-3-methyI-2- oxo-benzimidazol-4-yI]-4- piperidyl] acetaldehyde (Intermediate LA)

Step 1 - 3-[4-[4-[2-[Tert-butyl(dimethyl)silyl]oxyethyl]-l-piperidyl] -3-methyl-2-oxo-benzimidazol-l-yl] piperidine-2, 6-dione

[1456] To a solution of tert-butyl-dimethyl-[2-(4-piperidyl)ethoxy]silane (863 mg, 3.55 mmol, Intermediate LB), 3-(4-bromo-3-methyl-2-oxobenzimidazol-l-yl)piperidine -2, 6-dione (600 mg, 1.77 mmol, Intermediate DC) in toluene (10.0 mL) was added [2-(2-aminophenyl)phenyl]-chloro-palladium; dicyclohexyl-[2-(2,6-diisopropoxyphenyl)phenyl]phosphane (137 mg, 177 umol), RuPhos (82.8 mg, 177 umol) and LiHMDS (1.00 M, 8.87 mL) under N2. The mixture was stirred at 80 °C for 1 hr under N2. On completion, the mixture was concentrated in vacuo. The residue was then diluted with DMF (6.00 mL), filtered and the filtrate was acidified with FA until pl 1=5. The filtrate was concentrated in vacuo. The mixture was purified by reverse phase: (0.1% FA) to give the title compound (460 mg, 51% yield) as yellow solid. ^† H NMR (400MHz, DMSO-<#>) δ 11.08 (s, 1H), 7.02 - 6.78 (m, 3H), 5.40 - 5.30 (m, 1H), 3.67 (t, J= 6.4 Hz, 2H), 3.61 (s, 3H), 3.15 - 3.05 (m, 2H), 2.97 - 2.81 (m, 1H), 2.74 - 2.66 (m, 2H), 2.65 - 2.56 (m, 2H), 2.04 - 1.93 (m, 1H), 1.80 - 1.70 (m, 2H), 1.55 - 1.45 (m, 3H), 1.44 - 1.31 (m, 2H), 0.88 (s, 9H), 0.05 (s, 6H), LC-MS (ESH) m/z 501.2 (M+H) ⁺ .

Step 2 - 3-[4-[4-(2-Hydroxyethyl)- 1 -piperidyl]-3-methyl-2-oxo-benzimidazol- 1 -yl]piperidine-2, 6-dione [1457] To a solution of 3-[4-[4-[2-[tert-butyl(dimethyl)silyl]oxyethyl]-l-piperidyl] -3-methyl-2-oxo- benzimidazol-l-yl]piperidine-2, 6-dione (400 mg, 798 umol) in a mixture solvent of ACN (4.00 mL) and H ₂ O (0.5 mL) was added TFA( 1.54 g, 13.5 mmol). The mixture was stirred at 25 °C for 1 hr. On completion, the mixture was concentrated in vacuo. The mixture was then diluted with H ₂ O (10 mL) and extracted with EA (3 X 10 mL). The organic layer was washed with brine (2 X 10 mL) and dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (280 mg, 90% yield) as yellow solid. ¹ H NMR (400MHz, DMSO-i/fi) δ 11.08 (s, 1H), 7.07 - 6.78 (m, 3H), 5.40 - 5.30 (m, 1H), 4.38 (t, J = 5.2 Hz, 1H), 3.62 (s, 3H), 3.52 - 3.44 (m, 2H), 3.15 - 3.05 (m, 2H), 2.95 - 2.81 (m, 1H), 2.75 - 2.58 (m, 4H), 2.04 - 1.94 (m, 1H), 1.84 - 1.71 (m, 2H), 1.59 - 1.26 (m, 5H), LC-MS (ES1 ⁺ ) m/z 387.1 (M+H) ⁺ .

Step 3 - 2-[l-[l-(2,6-Dioxo-3-piperidyl)-3-methyl-2-oxo-benzimidazol- 4-yl]-4-piperidyl]acetaldehyde [1458] To a solution of 3-[4-[4-(2-hydroxyethyl)-l-piperidyl]-3-methyl-2-oxo-benzimi dazol-l-yl] piperidine-2, 6-dione (100 mg, 258.7 umol) in DCM (3.00 mL) was added DMP (164 mg, 388 umol) and NaHCCh (108 mg, 1.29 mmol). The mixture was stirred at 20 °C for 1 hr. On completion, the mixture was diluted with DCM ( 15 mL), quenched with saturated NJUSZO ; ( 15 mL) and washed with saturated N aHCXL (2 X 15 mL). The organic layer was dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (95 mg, 95% yield) as yellow solid. ¹ H NMR (400MHz, DMSO-dfi) δ 11.08 (s, 1H), 9.75 - 9.65 (m, 1H), 7.02 - 6.78 (m, 3H), 5.38 - 5.28 (m, 1H), 3.61 (s, 3H), 3.15 - 3.05 (m, 2H), 2.94 - 2.80 (m, 1H), 2.77 - 2.64 (m, 3H), 2.64 - 2.58 (m, 1H), 2.46 - 2.40 (m 2H), 2.06 - 1.89 (m, 2H), 1.79 - 1.72 (m, 2H), 1.50 - 1.35 (m, 2H), LC-MS (ESI ⁺ ) m/z 385.1 (M+H) ⁺ .

Synthesis of Tert-butyl-dim ethyl- [2-(4-piperidyl)ethoxy] silane (Intermediate LB)

Step 1 - 2-(4-Piperidyl)ethanol

[1459] To a solution of tert-butyl 4-(2-hydroxyethyl)piperidine- 1 -carboxylate (5.00 g, 21.8 mmol, CAS# 198892-80-7) in DCM (50.0 mL) was added HCl/dioxane (4.00 M, 50.0 mL). The mixture was stirred at 20 °C for 0.5 hr. On completion, the mixture was concentrated in vacuo. The mixture was diluted with MeOH (50 mL) and stirred with basic ion exchange resin for 1 hr. Then the mixture was filtered and the filtrate was concentrated in vacuo to give the title compound (2.8 g, 99% yield) as yellow oil. ¹ H NMR (400MHz, DMSO-£/ ₆ ) δ 4.49 - 4.33 (m, 1H), 3.52 - 3.46 (m, 2H), 3.21 - 3.16 (m, 2H), 2.85 - 2.70 (m, 2H), 1.80 - 1.70 (m, 2H), 1.67 - 1.54 (m, 1H), 1.51 - 1.30 (m, 2H), 1.30 - 1.13 (m, 2H).

Step 2 - Tert-butyl-dimethyl-[2-(4-piperidyl)ethoxy] silane

[1460] To a solution of 2-(4-piperidyl) ethanol (2.80 g, 21 .6 mmol) in DCM (30.0 mL) was added TBSC1 (3.92 g, 26.0 mmol) and imidazole (2.95 g, 43.3 mmol). The mixture was stirred at 20 °C for 16 hrs. On completion, the mixture was diluted with DCM (50 mL) and washed with H ₂ O (3 X 70 mL). The organic layers were washed with brine (3 X 50 mL) dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (3 g, 56% yield) as yellow oil. ¹ H NMR (400MHz, CDCl ₃ ) δ 3.66 (t, J= 6.4 Hz, 2H), 3.30 - 3.20 (m, 2H), 2.79 - 2.62 (m, 2H), 1.83 - 1.73 (m, 2H), 1.70 - 1.55 (m, 1H), 1.52 - 1.45 (m, 2H), 1.43 - 1.29 (m, 2H), 0.92 (s, 9H), 0.10 (s, 6H).

Synthesis of 6-Chloro-8-cyclopentyl-2-[2-methyl-4-(4-piperidylsulfonyl)an ilino]pyrido[2,3- d]pyrimidin-7-one (Intermediate LG)

Step 1 - Tert-butyl 4-[4-[(6-chloro-8-cyclopentyl-7-oxo-pyrido[2,3-d]pyrimidin-2 -yl)amino]-3-methyl - phenyl]sulfonylpiperidine- 1 -carboxylate

[1461] To a solution of tert-butyl 4-(4-amino-3-methyl-phenyl)sulfonylpiperidine-l -carboxylate (200 mg, 564 umol, Intermediate KZ) in DMF (3 mL) was added t-BuOK (316 mg, 2.82 mmol) at 0 °C, then 6- chloro-8-cyclopentyl-2-methylsulfonyl-pyrido[2,3-d]pyrimidin -7-one (184 mg, 564 umol, Intermediate KM) was added and the mixture was stirred at 25 °C for 1 hr. On completion, the mixture was filtered to give a residue. The residue was purified by prep-HPLC (column: Phenomenex luna C18 150*25mm* lOum; mobile phase: [water (FA)-ACN]; B%: 52%-82%, 9min) to give the title compound (95.0 mg, 27% yield) as a yellow solid. LC-MS (ESC) m/z 602.3 (M+H) .

Step 2 - 6-Chloro-8-cyclopentyl-2-[2-methyl-4-(4-piperidylsulfonyl)an ilino]pyrido[2,3-d]pyrimidin -7-one [1462] To a solution of tert-butyl 4-[4-[(6-chloro-8-cyclopentyl-7-oxo-pyrido[2,3-d]pyrimidin-2 - yl)amino]-3-methyl-phenyl]sulfonylpiperidine-l -carboxylate (35.0 mg, 58.1 umol) was added HCl/dioxane (1 mL), then the mixture was stirred at 25 °C for 1 hr. On completion, the mixture was concentrated in vacuo to give the title compound (31.0 mg, 99% yield, HC1) as a white solid. LC-MS (ESI ⁺ ) m/z 502.0 (M+H) ⁺ .

Synthesis of Tert-butyl 4-[4-[[4-chloro-5-(trifluoromethyl)pyrimidin-2-yl]amino]-3-m ethyl-phenyl] sulfonylpiperidine-l-carboxylate (Intermediate LH)

Step 1 - Tert-butyl 4-(4-amino-3-methyl-phenyl)sulfanylpiperidine-l -carboxylate

To a solution of tert-butyl 4-(3-methyl-4-nitro-phenyl)sulfanylpiperidine-l-carboxylate (5.00 g, 14.1 mmol, synthesized via Step 1 of Intermediate KZ) in EtOH (50 mL) and H ₂ O (10 mL) was added Fe (4.75 g, 85.1 mmol) and NH4CI (7.59 g, 141 mmol). Then the mixture was stirred at 80 °C for 2 hrs under N2 atmosphere. On completion, the mixture was filtered and the filtrate was concentrated in vacuo to give the residue. The residue was purified by column chromatography (SiO ₂ , PE:EA=10: l to 3: 1) to give the title compound (4.00 g, 87% yield) as a yellow solid. ^† H NMR (400 MHz, DMSO-de) δ 7.03 (cl, ■/ 1.2 Hz, 1H), 6.99 (dd, J= 2.0, 8.0 Hz, 1H), 6.56 (d, J= 8.0 Hz, 1H), 5.07 (s, 2H), 3.80 (d, J= 13.2 Hz, 2H), 2.96 - 2.88 (m, 1H), 2.81 (s, 2H), 2.02 (s, 3H), 1.79 - 1.72 (m, 2H), 1.36 (s, 9H), 1.29 - 1.20 (m, 2H). Step 2 - Tert-butyl 4-[4-[[4-chloro-5-(trifluoromethyl)pyrimidin-2-yl]amino]-3-m ethyl-phenyl] sulfanylpiperidine- 1 -carboxylate

[1463] To a solution of 2,4-dichloro-5-(trifluoromethyl)pyrimidine (200 mg, 921 umol, CAS# 3932-97-6) in mixture solvent of DCE (4 mL) and t-BuOH (4 mL) was added ZnCL (150 mg, 1.11 mmol) at 0 °C. After 1 hour, a solution of tert-butyl 4-(4-amino-3-methyl-phenyl)sulfanylpiperidine-l -carboxylate (297 mg, 921 umol) and TEA (102 mg, 1.01 mmol) in mixture solvent of DCE (2 mL) and t-BuOH (2 mL) was dropwise into the above solution. The mixture was then stirred at 25 °C for 15 hrs. On completion, the mixture was diluted with H ₂ O (20 mL), and extracted with EA (3 X 30 mL). The organic layer was washed with brine (2 X 30 mL), dried over anhydrous sodium sulfate, filtered and concentrated in vacuo. The residue was purified by column chromatography (SiCL, PE /EA=50/l to 10/1) to give the title compound (330 mg, 71% yield) as a yellow solid. ^† l l NMR (400 MHz, DMSO-c/e) § 10.09 (s, 1H), 8.68 (s, 1H), 7.39 - 7.21 (m, 3H), 3.82 (d, <7= 13.6 Hz, 2H), 3.39 (d, J= 4.0 Hz, 2H), 2.91 (d, J= 14.4 Hz, 2H), 2.50 (s, 1H), 2.19 (s, 3H), 1.91 - 1.84 (m, 2H), 1.38 (s, 9H). LCMS (ESI ⁺ ) m/z 503.1 (M+H) ⁺ .

Step 3 - tert-butyl 4-[4-[[4-chloro-5-(trifluoromethyl)pyrimidin-2-yl]amino]-3-m ethyl-phenyl] sulfonylpiperidine- 1 -carboxylate

[1464] To a solution of tert-butyl 4-[4-[[4-chloro-5-(trifluoromethyl)pyrimidin-2-yl]amino]-3-m ethyl- phenyl] sulfanylpiperidine- 1 -carboxylate (320 mg, 636 umol) in DCM (5 mL) was added m-CPBA (516 mg, 2.54 mmol, 85% solution). The mixture was then stirred at 25 °C for 2 hrs. On completion, the reaction mixture was partitioned between NazSOz (20 mL) and DCM (20 mL). The organic phase was separated, washed with brine (20 mL), dried over anhydrous NazSO^ filtered and concentrated in vacuo to give the title compound (330 mg, 96% yield) as a yellow solid. LCMS (ESI ⁺ ) m/z 557.1 (M+23) ⁺ .

Synthesis of N-[2-methyl-4-(4-piperidylsulfonyl)phenyl]-4-(l-methylpyrazo l-4-yl)-5- (trifluoromethyl) pyrimidin-2-amine (Intermediate LI)

Step 1 - Tert-butyl 4-[3-methyl-4-[[4-(l-methylpyrazol-4-yl)-5-(trifhioromethyl) pyrimidin-2-yl] amino]phenyl]sulfonylpiperidine- 1 -carboxylate

[1465] A mixture of tert-butyl 4-[4-[[4-chloro-5-(trifluoromethyl)pyrimidin-2-yl]amino]-3-m ethyl- phenyl] sulfonylpiperidine- 1 -carboxylate (300 mg, 560.77 umol, Intermediate LH), (l-methylpyrazol-4- yl)boronic acid (84.7 mg, 672 umol, CAS# 847818-55-7), cyclopentyl(diphenyl)phosphane;dichloropalladium;iron (41.0 mg, 56.0 umol), and KO Ac (165 mg, 1.68 mmol) in a mixture solution of dioxane (4 mL) and I LO (1 mL) was degassed and purged with N2 three times, and then the mixture was stirred at 90 °C for 16 hrs under N2 atmosphere. The reaction mixture was concentrated in vacuo to give a residue. The residue was purified by prep-HPLC (column: Phenomenex luna C18 150*25mm* 10um;mobile phase: [water(FA)-ACN];B%: 46%-76%,10 min) to give the title compound (100 mg, 30% yield) as a yellow solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 9.70 (s, 1H), 8.74 (s, 1H), 8.23 (s, 1H), 7.97 (d, J= 8.4 Hz, 1H), 7.93 (s, 1H), 7.76 - 7.66 (m, 2H), 4.07 - 3.97 (m, 2H), 3.93 (s, 3H), 3.49 - 3.42 (m, 1H), 2.83 - 2.68 (m, 2H), 2.39 (s, 3H), 1.85 (d, J= 11.2 Hz, 2H), 1.37 (s, 11H). LCMS (ESI ⁺ ) m/z 581.1 (M+H) ⁺ .

Step 2 - N-[2-methyl-4-(4-piperidylsulfonyl)phenyl]-4-(l-methylpyrazo l-4-yl)-5-(trifluoromethyl) pyrimidin-2-amine

[1466] To a solution of tert-butyl 4-[3-methyl-4-[[4-(l -methylpyrazol-4-yl)-5-(trifluoromethyl) pyrimidin- 2-yl]amino]phenyl]sulfonylpiperidine-l -carboxylate (80.0 mg, 137 umol) in DCM (0.5 mL) was added HCI/dioxane (4 M, 0.5 mL). The mixture was stirred at 25 °C for 0.5 hour. On completion, the reaction mixture was concentrated in vacuo to give the title compound (70.0 mg, 98% yield, HC1) as a white solid. LCMS (ESI ⁺ ) m/z 481.0 (M+H) ⁺ . Synthesis of 4-[3-[4-[(6-Chloro-8-cyclopentyl-7-oxo-pyrido[2,3-d]pyrimidi n-2-yl)amino]-3-methyl- phenyl] sulfonylbutoxy] cyclohexanecarbaldehyde (Intermediate L J)

Step 1 - Tert-butyl N-[4-[3-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy ]propylsulfonyl]-2 - methyl-phenyl]-N-(6-chloro-8-cyclopentyl-7-oxo-pyrido[2,3-d] pyrimidiii-2-yl)carbamate

[1467] To a solution of 2-[4-[3-[4-[[tert- butyl(diphenyl)silyl]oxymethyl]cyclohexoxy]propylsulfonyl]-2 - methyl-anilino]-6-chloro-8-cyclopentyl- pyrido[2,3-d]pyrimidin-7-one (18.0 mg, 21.7 umol, synthesized via Step 1 of Intermediate CX) in THF (1 mL) was added pyridine (3.44 mg, 43.5 umol, 3.51 uL), BOC2O (7.12 mg, 32.6 umol, 7.50 uL) and DMAP (531 ug, 4.35 umol). The mixture was stirred at 60 °C for 2 hrs. On completion, the mixture was diluted with citric acid monohydrate (2 mL) and extracted with DCM (3 X 3 mL). The combined organic layers were washed with brine (2 X 3 mL), dried over anhydrous MgSO4, filtered and concentrated in vacuo to give a residue. The residue was purified by prep-TLC (SiCL, PE: EA = 1 :1, Rf = 0.6) to give the title compound (20 mg, 94% yield) as yellow solid. ¹ H NMR (400 MHz, DMSO-A) δ 8.92 (s, 1H), 8.31 (s, 1H), 7.90 (d, J= 2.0 Hz, 1H), 7.80 - 7.73 (m, 1H), 7.60 - 7.56 (m, 4H), 7.47 - 7.40 (m, 7H), 5.63 - 5.53 (m, 1H), 5.27 - 5.04 (m, 2H), 3.44 - 3.40 (m, 4H), 3.10 - 3.01 (m, 1H), 2.20 (s, 3H), 2.08 - 2.02 (m, 2H), 1.95 - 1.88 (m, 2H), 1.76 - 1.65 (m, 7H), 1.48 - 1.45 (m, 2H), 1.42 (s, 9H), 1.23 (s, 2H), 1.08 - 1.00 (m, 2H), 0.98 (s, 9H), 0.97 - 0.88 (m, 2H). LC-MS (ESI ⁺ ) m/z 927.4 (M+H) ⁺ .

Step 2 - Tert-butyl N-[4-[3-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy ]-l-methyl-propyl] sulfonyl-2-methyl-phenyl]-N-(6-chloro-8-cyclopentyl-7-oxo-py rido[2,3-d]pyrimidin-2-yl)carbamate

[1468] A mixture of tert-butyl N-[4-[3-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy ] propylsulfonyl]-2-methyl-phenyl]-N-(6-chloro-8-cyclopentyl-7 -oxo-pyrido[2,3-d]pyrimidin-2- yl)carbamate (20.0 mg, 21.5 umol) in THF (1 mL) was degassed and purged with Nj three times at 25 °C. Then LDA (2 M, 53.9 uL) was added dropwise at 25 °C. After 10 minutes, Mel (30.6 mg, 215 umol, 13.5 uL) was added dropwise at 25 °C. The mixture was stirred at 25 °C for 14 hrs. On completion, the reaction mixture was quenched with H ₂ O (0. 1 mL) at 0 °C, and then diluted with H ₂ O (2 mL) and extracted with EA (3 X 3 mL). The combined organic layers were washed with brine (2 X 3 mL), dried over anhydrous

Na ₂ SO ₄ filtered and concentrated in vacuo to give the title compound (5 mg, 25% yield) as a yellow solid. LC-MS (ESI ⁺ ) m/z 941.2 (M+H) ⁺ .

Step 3 - 6-Chloro-8-cyclopentyl-2-[4-[3-[4-(hydroxymethyl)cyclohexoxy ]-l-methyl-propyl]sulfonyl-2 - methyl-anilino]pyrido [2,3 -d]pyrimidin-7-one

[1469] A solution of tert-butyl N-[4-[3-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy ]-l-methyl- propyl]sulfonyl-2-methyl-phenyl]-N-(6-chloro-8-cyclopentyl-7 -oxo-pyrido[2,3-d]pyrimidin-2- yl)carbamate (270 mg, 192 umol) in HCl/dioxane (1 mL) was stirred at 25 °C for 14 hrs. On completion, the mixture was filtered and concentrated in vacuo to give a residue. The residue was purified by prep-TLC (SiO ₂ , PE: EA = 1 :1, Rf = 0.5) to give the title compound (44 mg, 35% yield) as a yellow solid. ¹ H NMR (400 MHz, DMSO-t^) δ 9.72 (s, 1H), 8.77 (s, 1H), 8.19 (s, 1H), 7.82 (d, J= 8.4 Hz, 1H), 7.74 (s, 1H), 7.71 - 7.64 (m, 1H), 5.82 - 5.66 (m, 1H), 4.43 - 4.27 (m, 1H), 3.44 (dd, J= 3.2, 8.8 Hz, 1H), 3.16 (t, J= 5.6 Hz, 2H), 3.11 - 3.03 (m, 1H), 2.37 (s, 3H), 2.10 (d, J = 9.6 Hz, 2H), 1.94 - 1.87 (m, 2H), 1.73 - 1.67 (m, 6H), 1.50 - 1.43 (m, 3H), 1.25 (d, J= 12.0 Hz, 4H), 1.19 (d, J= 6.8 Hz, 3H), 1.08 - 1.00 (m, 2H), 0.89 - 0.82 (m, 2H). LC-MS (ESI ⁺ ) m/z 603.1 (M+H) ⁺ .

Step 4 - 4-[3-[4-[(6-Chloro-8-cyclopentyl-7-oxo-pyrido[2,3-d]pyrimidi n-2-yl)amino]-3-methyl- phenyl]sulfonylbutoxy]cyclohexanecarbaldehyde

[1470] To a solution of 6-chloro-8-cyclopentyl-2-[4-[3-[4-(hydroxymethyl)cyclohexoxy ]-l-methyl- propyl] sulfonyl-2-methyl-anilino]pyrido[2,3-d]pyrimidin-7-one (44.0 mg, 72.9 umol) in DCM (1 mL) and DMF (0.2 mL) was added DMP (46.4 mg, 109 umol, 34.0 uL). The mixture was stirred at 25 °C for 1.5 hours. On completion, the reaction mixture was quenched with Na2S20a (0.5 mL) at 25 °C, and then diluted with NaHCOa (5 mL) and extracted with DCM (3 X 3 mL). The combined organic layers were washed with brine (2 X 2 mL), dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (43 mg, 98% yield) as yellow oil. LC-MS (ESI ⁺ ) m/z 601.3 (M+H) ⁺ .

[1471] Intermediates G, H, M, DQ, EG, HB, KM, and HN, below, were prepared according to PCT/US2022/028076, the entirety of which is herein incorporated by reference.

[l-[(4-Methoxyphenyl) methyl]-2,6-dioxo-3-piperidyl] trifluoromethanesulfonate (Intermediate G)

OTf

Ccx o

G

3-(4-bromo-3-methyl-2-oxo-2,3-dihydro-lH-benzo[d]imidazol -l-yl)piperidine-2, 6-dione (Intermediate H)

H

4-(Benzylthio)-2-methylaniline (Intermediate M)

M

3-[5-[l-[[4-(2-Aminoethoxy)cyclohexyl]methyl]-4-piperidyl ]-3-methyl-2-oxo-benzimidazol- 1- yl]piperidine-2, 6-dione (Intermediate DQ)

3-[3-Methyl-4-[4-(methylamino)-l-piperidyl]-2-oxo-benzimi dazol-l-yl]piperidine-2, 6-dione

(Intermediate EG)

7 ^† -Cyclopentyl-2 ^† -methylsulfonyl-spiro[cyclopropane-l,5 ^† -pyrrolo[2,3-d]pyrimidine]-6 ^† -one

(Intermediate HB)

6-Chloro-8-cyclopentyl-2-methylsulfonyl-pyrido[2,3-d]pyri midin-7-one (Intermediate KM)

KM

8-Cyclopentyl-2-methylsulfanyl-pyrido [2,3-d]pyrimidin-7-one (Intermediate HN)

HN

Synthesis of N-(4-((7-Azaspiro[3.5]nonan-2-yl)sulfonyl)-2-methylphenyl)-4 -((tetrahydrofuran-3- yl)oxy) -5-(trifluoromethyl)pyrimidin-2-amine (Intermediate

Step 1 - Tert-butyl 2-((3-methyl-4-((4-((tetrahydrofuran-3-yl)oxy)-5-(trifluorom ethyl)pyrimidin-2- yl)amino)phenyl)sulfonyl)-7-azaspiro[3.5]nonane-7-carboxylat e

[1472] A mixture of tert-butyl 2-[4-[[4-chloro-5-(trifluoromethyl)pyrimidin-2-yl]amino]-3-m ethyl- phenyl]-sulfonyl-7-azaspiro[3.5]nonane-7-carboxylate (234 mg, 406 pmol, Intermediate NK) in DMF was added NaH (32.5 mg, 813 pmol, 60% dispersion in mineral oil) at 0 °C. The reaction mixture was stirred at 0 °C for 0.5 hr and then tetrahydro fiiran-3-ol (53.7 mg, 610 pmol, CAS# 453-20-3) was added. The reaction mixture was stirred at 100 °C for 1 hr. On completion, the mixture was quenched with water (1 mL) and the filtrate was diluted with water (5 mL), then extracted with EA (10 mL X 3). The combined organic layers were concentrated in vacuo to give the residue. The residue was purified by reverse-phase (0.1% FA condition) to give the title compound (150 mg, 58% yield) as a yellow solid. LC-MS (ESI ⁺ ) m/z 6X]2 (M+H) ⁺ .

Step 2 - N-(4-((7-Azaspiro[3.5]nonan-2-yl)sulfonyl)-2-methylphenyl)-4 -((tetrahydrofuran-3-yl)oxy) -5- (trifluoromethyl)pyrimidin-2-amine [1473] A solution of tert-butyl 2-[3-methyl-4-[[4-tetrahydrofuran-3-yloxy-5-(trifluoromethyl )pyrimidin-2 -yl]amino]phenyl]sulfonyl-7-azaspiro[3.5]nonane-7-carboxylat e (150 mg, 239 pmol) in HCl/dioxane (4M, 5 mL) was stirred at 25 °C for 0.5 hr. On completion, the mixture was concentrated in vacuo to give the title compound (121 mg, 96% yield, HC1) as a yellow oil. LC-MS (ESI ⁺ ) m/z 527.2 (M+H) ⁺ .

Synthesis of l-(4-fhioro-l-(l-(4-niethoxybenzyl)-2,6-dioxopiperidin-3-yl) -3-niethyl-2-oxo-2,3- dihydro-lH-benzo[d]imidazol-5-yl)piperidine-4-carbaldehyde (Intermediate MU)

Step 1 - 3-Bromo-2-fluoro-N-methyl-6-nitroaniline

[1474] To a solution of methanamine hydrochloride (7.09 g, 105 mmol) in THF (150 mL) was added TEA (12.7 g, 126 mmol, 17.5 mL) at 0 °C, and the mixture was stirred for 10 minutes. Then l-bromo-2,3- difluoro-4-nitro-benzene (5 g, 20 mmol, CAS# 1003708-24-4) was added into reaction liquid. The reaction was stirred for 4 hrs at 25 °C. On completion, the reaction mixture was quenched with FEO (50 mL) under stirring. The residue was diluted with water (500 mL) and extracted with EA (50 mL X 3). The combined organic layer was dried over Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (5 g, 95% yield) as yellow solid. LC-MS (ESI ⁺ ) m/z 249.1 (M+H) ⁺ .

Step 2 - 5-Bromo-6-fluoro-Nl -methylbenzene- 1,2-diamine

[1475] To a 3-bromo-2-fluoro-N-methyl-6-nitro-aniline (200 mg, 803 umol) in THF (10 mL) was added Pt/V/C (41.93 mg, 160 umol) under N2 atmosphere. The suspension was degassed and purged with H2 for three times. The mixture was stirred under H2 (15 Psi) at 25 °C for 0.5 hr. On completion, the reaction mixture was filtered and concentrated in vacuo to give the title compound (170 mg, 97% yield) as a black brown oil. LC-MS (ESP) m/z 218.8 (M + H) ⁺ .

Step 3 - 6-Bromo-7-fluoro-l-methyl-l,3-dihydro-2H-benzo[d]imidazol-2- one

[1476] To a solution of 4-bromo-3-fluoro-N2-methyl-benzene-l,2-diamine (170 mg, 776umol) in MeCN (10 mL) was added CDI (188 mg, 1.16 mmol) at 25 °C , then the reaction mixture was stirred at 85 °C for 12 hrs. On completion, the reaction mixture was concentrated in vacuo then poured into ice water (3 mL) to give the title compound (160 mg, 39% yield) as brown solid. LC-MS (ESI ⁺ ) m/z 249. 1 (M+H) ⁺ .

Step 4 - 3-(5-Bromo-4-fluoro-3-methyl-2-oxo-2,3-dihydro-lH-benzo[d]im idazol-l-yl)-l-(4- methoxybenzyl)piperidine-2, 6-dione

[1477] To a solution of 5-bromo-4-fluoro-3-methyl-lH-benzimidazol-2-one (160 mg, 652 umol) in THE (15 mL) was added t-BuOK (109 mg, 979 umol). The mixture was stirred at -10 °C for 30 mins. Then a solution of [l-[(4-methoxyphenyl)methyl]-2,6-dioxo-3-piperidyl] trifluoromethanesulfonate (298 mg, 783 umol, Intermediate CY) in THF (15 mL) was added dropwise to the mixture, and the reaction mixture was stirred at -10 °C for 30 mins. On completion, the reaction mixture was quenched with H ₂ O (0.2 mL) under stirring, then the reaction mixture was diluted with H ₂ O (10 mL) and extracted with DCM (10 X 3 mL). The combined organic layer was washed with brine (2 X 10 mL), dried over Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (200 mg, 64% yield) as a yellow solid. ¹ H NMR (400 MHz, DMSO-fik) δ 7.30 (dd, J= 6.4, 8.4 Hz, 1H), 7.21 (d, J= 8.4 Hz, 2H), 6.93 (br d, J= 8.1 Hz, 1H), 6.86 (d, </ = 8.8 Hz, 2H), 5.57 (dd, J= 5.6, 13,2 Hz, 1H), 4.87 - 4.70 (m, 2H), 3.73 (s, 3H), 3.50 (d, J= 1.8 Hz, 3H), 3.08 - 3.01 (m, 1H), 2.85 (br d, J = 2.4 Hz, 1H), 2.81 - 2.65 (m, 2H); LC-MS (ESP) m/z 476.1 (M + H) ⁺ .

Step 5 - 3-(5-(4-(l,3-Dioxolan-2-yl)piperidin-l-yl)-4-fluoro-3-methyl -2-oxo-2,3-dihydro-lH- benzo[d]imidazol- 1 -yl)- 1 -(4-methoxybenzyl)piperidine-2, 6-dione

[1478] A mixture of 3-(5-bromo-4-fluoro-3-methyl-2-oxo-benzimidazol-l-yl)-l-[(4- methoxyphenyl)methyl] piperidine-2, 6-dione (150 mg, 314 umol ), 4-(l,3-dioxolan-2-yl) piperidine (49.5 mg, 314umol ), l,3-bis[2,6-bis(l-propylbutyl)phenyl]-4,5-dichloro-2H-imidaz ol-Lium-2-ide;3- chloropyridine dichloropalladium (30.6 mg, 31.4 umol), and dicesium carbonate (205 mg, 629 umol) in dioxane (4 mL) was stirred at 100 °C for 16 hrs under N2. On completion, the reaction mixture was filtered and concentrated in vacuo to give a residue. The residue was purified by flash silica gel chromatography (SiO ₂ , DCM/Ethyl acetate = 1/1) to give the title compound (150 mg, 86% yield) as light yellow solid, ^† ll NMR (400 MHz, CDCl ₃ ) δ 7.29 (d, J= 8.4 Hz, 2H), 6.75 (d, J= 8.4 Hz, 2H), 6.48 (br dd, .7 - 2.0, 4.4 Hz, 1H), 6.09 (br d, J = 8.4 Hz, 1H), 5.11 - 5.04 (m, 1H), 4.88 (s, 2H), 4.64 (br d, J= 0.8 Hz, 1H), 3.92 - 3.87 (m, 2H), 3.85 - 3.81 (m, 2H), 3.72 (s, 1H), 3.73 - 3.71 (m, 1H), 3.51 (br s, 3H), 2.09 (tdd, J= 2.8, 5.2, 12.9 Hz, 1H), 1.98 (s, 1H), 1.79 (br s, 2H), 1.59 (br s, 1H); LC-MS (ESH) m/z 553.1 (M + H) ⁺ .

Step 6 - l-(4-fhjoro-l-(l-(4-methoxybenzyl)-2,6-dioxopiperidin-3-yl)- 3-methyl-2-oxo-2,3-dihydro-lH- benzo[d]imidazol-5-yl)piperidine-4-carbaldehyde

[1479] A solution of 3-[5-[4-(l,3-dioxolan-2-yl)-l-piperidyl]-4-fluoro-3-methyl-2 -oxo-benzimidazol-l- yl]-l-[(4-methoxyphenyl)methyl]piperidine-2, 6-dione (145 mg, 262 umol) inHCOOH (1.5 mL) was stirred at 70 °C for 1 hr. On completion, the mixture was concentrated in vacuo give the title compound (100 mg, 75% yield) as light yellow solid. LC-MS (ESI ⁺ ) m/z 509.4 (M + H) ⁺ .

Synthesis of l-[l-(2,6-Dioxo-3-piperidyl)-3-methyl-2-oxo-benziniidazol-4- yl]piperidine-4- carbaldehyde (Intermediate MV)

Step 1 - 3-[4-[4-(Hydroxymethyl)-l-piperidyl]-3-methyl-2-oxo-benzimid azol-l-yl]-l-[(4- methoxyphenyl)methyl]piperidine-2, 6-dione

[1480] A mixture of 3-(4-bromo-3-methyl-2-oxo-benzimidazol-l-yl)-l-[(4- methoxyphenyl)methyl]piperidine-2, 6-dione (2 g, 4 mmol, synthesized via Steps 1-4 of Intermediate DC), 4-piperidylmethanol (752 mg, 6.56 mmol, CAS# 6457-49-4), RuPhos Pd Gj (728 mg, 872 umol), 4A molecular sieves (20 mg), RuPhos (404 mg, 872 umol) and LiHMDS (1 M, 20 mL) in toluene (20 mL) was stirred at 100 °C for 6 hrs. On completion, the reaction mixture was filtered and concentrated in vacuo to give a residue. The residue was purified by reverse phase (0.1% PA condition) and re-purified by prep- HPLC (column: Phenomenex luna C18 150*25 mm* 10 um; mobile phase: [water (PA)-ACN]) to give the title compound (150 mg, 7% yield) as abrown solid. ’H NMR (400 MHz, DMSO-c/e) δ 7.24 - 7.16 (m, 3H), 7.02 - 6.97 (m, 1H), 6.96 - 6.88 (m, 1H), 6.85 (d, J= 8.4 Hz, 2H), 5.57 - 5.46 (m, 1H), 4.86 - 4.72 (m, 2H), 4.49 (t, J= 5.2 Hz, 1H), 3.72 (s, 4H), 3.62 (s, 2H), 3.34 (s, 3H), 3.16 - 2.97 (m, 3H), 2.90 - 2.56 (m, 4H), 2.12 - 1.95 (m, 1H), 1.77 (d, J= 10.4 Hz, 2H), 1.56 - 1.25 (m, 2H). LC-MS (ESH) m/z 493.3(M+H) ⁺ .

Step 2 - 3-[4-[4-(Hydroxymethyl)-l-piperidyl]-3-methyl-2-oxo-benzimid azol-l-yl]piperidine-2,6- dione [1481] A solution of 3-[4-[4-(hydroxymethyl)-l-piperidyl]-3-methyl-2-oxo-benzimid azol-l-yl]-l- [(4- methoxyphenyl)methyl]piperidine-2, 6-dione (90 mg, 180 nmol) in TfOH (0.5 mL) was stirred at 60 °C for 0.5 hr. On completion, the reaction mixture was concentrated in vacuo to give a residue. The residue was purified by prep-HPLC (column: Phenomenex luna C18 150*25 mm * 10 um; mobile phase: [water (FA)- ACN]) to give the title compound (40 mg, 59% yield) as a white solid. LC-MS (ESI ⁺ ) m/z 373.3(M+H) ⁺ .

Step 3 - l-[l-(2,6-Dioxo-3-piperidyl)-3-methyl-2-oxo-benzimidazol-4-y l]piperidine-4-carbaldehyde [1482] To a solution of 3-[4-[4-(hydroxymethyl)-l-piperidyl]-3-methyl-2-oxo-benzimid azol-l- yl]piperidine- 2,6-dione (30 mg, 80 umol) in DMSO (0.5 mL) was added IBX (67.6 mg, 241 umol), then the mixture was stirred at 60 °C for 1 hr. On completion, the reaction mixture was quenched by saturated NajSzO? (5 mL) and saturated NaHCO? (5 mL) at 25°C, and then stirred for 30 minutes. Then the organic layer was separated and concentrated in vacuo to give the crude product. The mixture was diluted with water (5 mL) and extracted with EA (10 mL X 3). The combined organic layer was dried over Na ₂ SO ₄ , filtered and concentrated in vacuo to give title compound (26 mg, 87% yield) as a yellow solid. LC-MS (ESI ⁺ ) m/z 371.1(M+H) ⁺ .

Synthesis of Tert-butyl 2-((4-((4-((ls,4s)-4-hydroxy-4-methylcyclohexyl)-5- (trifluoromethyl)pyrimidin-2-yl)amino)-3-methylphenyl)thio)- 7-azaspiro[3.5]nonane-7-carboxylate (Intermediate MW) and tert-butyl 2-((4-((4-((lr,4r)-4-hydroxy-4-methylcyclohexyl)-5- (trifluoromethyl)pyrimidin-2-yl)amino)-3-methylphenyl)thio)- 7-azaspiro[3.5]nonane-7-carboxylate (Intermediate MX)

Step 1 - Tert-butyl 2-[4-[[4-chloro-5-(trifluoromethyl)pyrimidin-2-yl]amino]-3-m ethyl-phenyl] sulfanyl-7- azaspiro [3.5 ]nonane- 7 -carboxylate

[1483] To a solution of 2, 4-dichloro-5-(trifluoromethyl)pyrimidine (1.20 g, 5.52 mmol) int-BuOH (10 mL) and DCE (10 mL) was added dropwise ZnCL (1 M, 6.62 mL) at 0°C for 30 mins. Then tert-butyl 2- (4-amino-3-methyl-phenyl)sulfanyl-7-azaspiro[3.5]nonane-7-ca rboxylate (2.00 g, 5.52 mmol, synthesized via Step 1 of Intermediate PF) in t-BuOH (10 mL), DCE (10 mL), and TEA (614 mg, 6.07 mmol, 844 uL) was added dropwise at 0 °C. The resulting mixture was stirred at 25 °C for 14 hrs. On completion, the mixture was diluted with H ₂ O (30 mL), and extracted with EA (2 X 10 mL). The organic layers were washed with brine (2 X 10 mL), dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate- 100/1 to 20/1) to give the title compound (2.60 g, 37% yield) as a white solid. ¹ H NMR (400 MHz, DMSO-t/fi) δ 10.05 (s, 1H), 8.66 (s, 1H), 7.26 (d, J = 8.4 Hz, 1H), 7.13 (d, J= 1.6 Hz, 1H), 7.08 - 7.04 (m, 1H), 4.00 - 3.91 (m, 1H), 3.25 (d, J= 5.2 Hz, 2H), 3.17 (d, J = 5.6 Hz, 2H), 2.42 - 2.36 (m, 2H), 2.16 (s, 3H), 1.79 - 1.72 (m, 2H), 1.58 - 1.52 (m, 2H), 1.49 - 1.44 (m, 2H), 1.39 - 1.36 (m, 9H). LC-MS (ESH) m/z 565.3 (M + Na)".

Step 2 - Tert-butyl 2-[4-[[4-(l,4-dioxaspiro[4.5]decan-8-yl)-5-(trifluoromethyl) pyrimidin-2-yl]amino]-3- methyl-phenyl]sulfanyl-7-azaspiro[3.5]nonane-7-carboxylate

[1484] To a solution of tert-butyl 2-[4-[[4-chloro-5-(trifluoromethyl)pyrimidin-2-yl]amino]- 3-methyl- phenyl]sulfanyl-7-azaspiro[3.5]nonane-7-carboxylate (1.20 g, 2.21 mmol) and 8-bromo-l,4- dioxaspiro[4.5]decane (635 mg, 2.87 mmol, CAS# 68278-51-3) in DCE (15 mL) was added Ir[dF(CF ₃ )ppy]2(dtbpy)(PF6) (24.7 mg, 22.1 umol), TTMSS (549 mg, 2.21 mmol, 681 uE), Na2CO3 (468. mg, 4.42 mmol) and NiCE.dtbbpy (13.1 mg, 33.1 umol). The mixture was stirred at 25°C for 14 hrs. On completion, the mixture was filtered and concentrated in vacuo to give the residue. The residue was purified by prep-HPEC (column: Phenomenex luna C18 250*50mm*15um; mobile phase: [water (FA)-ACN]; B%: 60%-95%, 36 min) to give the title compound (900 mg, 63% yield) as a white solid. ¹ H NMR (400 MHz, DMSO-c#>) δ 9.45 (s, 1H), 8.51 (s, 1H), 7.31 (d, J= 8.4 Hz, 1H), 7.11 (d, J = 2.0 Hz, 1H), 7.07 - 7.01 (m, 1H), 3.93 (t, J= 8.0 Hz, 1H), 3.86 (s, 4H), 3.27 - 3.23 (m, 2H), 3.20 - 3.14 (m, 2H), 2.79 (t, J = 11.2 Hz, 1H), 2.40 - 2.33 (m, 2H), 2.17 (s, 3H), 1.98 - 1.85 (m, 2H), 1.79 - 1.72 (m, 4H), 1.68 (d, J= 12.0 Hz, 2H), 1.59 - 1.51 (m, 4H), 1.47 - 1.42 (m, 2H), 1.37 (s, 9H). LC-MS (ESE) m/z 649.3 (M+H) ⁺ .

Step 3 - 4-[2-[4-(7-Azaspiro[3.5]nonan-2-ylsulfanyl)-2-methyl-anilino ]-5-(trifluoromethyl)pyrimidin- 4- yl]cyclohexanone

[1485] To a solution of tert-butyl 2-[4-[[4-(l,4-dioxaspiro[4.5]decan-8-yl)-5-(trifhioromethyl) pyrimidin- 2-yl]amino]-3-methyl-phenyl]sulfanyl-7-azaspiro[3.5]nonane-7 -carboxylate (900 mg, 1.39 mmol) in HCOOH (2 mL). The mixture was stirred at 70 °C for 1 hr. On completion, the mixture was concentrated in vacuo to give the title compound (700 mg, 100% yield) as yellow oil. LC-MS (ESE) m/z 505.1 (M+H) ⁺ .

Step 4 - Tert-butyl 2-[3-methyl-4-[[4-(4-oxocyclohexyl)-5-(trifluoromethyl)pyrim idin-2-yl]amino] phenyl]sulfanyl-7-azaspiro[3.5]nonane-7-carboxylate

[1486] To a solution of 4-[2-[4-(7-azaspiro[3.5]nonan-2-ylsulfanyl)-2-methyl-anilino ]-5- (trifluoromethyl)pyrimidin-4-yl]cyclohexanone (700 mg, 1.39 mmol) in DCM (7 mL) was added TEA (280 mg, 2.77 mmol, 386 uL) and BOC2O (333 mg, 1.53 mmol, 350 uL). The mixture was stirred at 25 °C for 1 hr. On completion, the mixture was diluted with H ₂ O (10 mL), extracted with EA (2 X 5 mL), the organic layers were washed with brine (2 X 3 mL), dried over anhydrous N a2SO4, filtered and concentrated in vacuo to give a residue. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate- 100/ 1 to 50/ 1) to give the title compound (1.00 g, 77% yield) as a white solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 9.48 (s, 1H), 8.58 (s, 1H), 7.31 (d, J= 8.4 Hz, 1H), 7.12 (d, J= 1.6 Hz, 1H), 7.09 - 7.01 (m, 1H), 3.93 (t, J= 8.2 Hz, 1H), 3.27 - 3.23 (m, 2H), 3.20 - 3.14 (m, 2H), 2.64 - 2.52 (m, 4H), 2.39 - 2.33 (m, 2H), 2.28 (d, ./ - 14.4 Hz, 2H), 2.17 (s, 3H), 2.02 (s, 2H), 1.94 (d, J= 6.8 Hz, 1H), 1.77 - 1.71 (m, 2H), 1.56 - 1.52 (m, 2H), 1.46 - 1.42 (m, 2H), 1.37 (s, 9H). LC-MS (ES1 ⁺ ) m/z 605.2 (M+H) ⁺ .

Step 5 - Tert-butyl 2-((4-((4-((ls,4s)-4-hydroxy-4-methylcyclohexyl)-5-(trifluor omethyl)pyrirnidin-2- yl)amino)-3-methylphenyl)thio)-7-azaspiro[3.5]nonane-7-carbo xylate and tert-butyl 2-((4-((4-((lr,4r)-4- hydroxy-4-methylcyclohexyl)-5-(trifluoromethyl)pyrimidin-2-y l)amino)-3-methylphenyl)thio)-7- azaspiro [3.5 Jnonane- 7 -carboxylate

[1487] A mixture of tert-butyl 2-[3-methyl-4-[[4-(4-oxocyclohexyl)-5-(trifhioromethyl)pyrim idin- 2- yl]amino]phenyl]sulfanyl-7-azaspiro[3.5]nonane-7-carboxylate (100 mg, 165 umol) in THF (1 mL) was degassed and purged with Ns for 3 times at -78 °C. Then MeLi (1.6 M, 310 uL) was added at -78 °C and the mixture was stirred at -78 °C for 2 hrs under Ns atmosphere. On completion, the reaction mixture was quenched by addition of NH4CI (0.5 mL) at 0 °C, and then diluted with HsO (3 mL) and extracted with EA (5 mLX3). The combined organic layers were washed with brine (3 mL), dried over NasSO4, filtered and concentrated in vacuo to give a residue. The residue was purified by prep-TLC (SiOs, PE: E A~ 5 : 1 ) to give tert-butyl 2-((4-((4-((ls,4s)-4-hydroxy-4-methylcyclohexyl)-5-(trifluor omethyl)pyrimidin-2-yl)amino)-3- methylphenyl)thio)-7-azaspiro[3.5]nonane-7-carboxylate (100 mg, 75% yield, ¹ H NMR (400 MHz, DMSO-c/s) δ 9.42 (s, 1H), 8.50 (s, 1H), 7.34 (cl, J= 8.0 Hz, 1H), 7.11 (d, J= 1.6 Hz, 1H), 7.06 - 7.01 (m, 1H), 3.98 (s, 1H), 3.96 - 3.88 (m, 1H), 3.27 - 3.24 (m, 2H), 3.20 - 3.16 (m, 2H), 2.67 (t, J= 11.2 Hz, 1H), 2.40 - 2.34 (m, 2H), 2.18 (s, 3H), 2.10 - 2.01 (m, 2H), 1.78 - 1.72 (m, 2H), 1.63 (d, J= 12.4 Hz, 2H), 1.56 - 1.52 (m, 2H), 1.47 - 1.42 (m, 4H), 1.37 (s, 9H), 1.35 - 1.30 (m, 2H), 1.12 (s, 3H). LC-MS (ESI ⁺ ) m/z 621.2 (M+H) ⁺ ) and tert-butyl 2-((4-((4-((lr,4r)-4-hydroxy-4-methylcyclohexyl)-5-(trifluor omethyl)pyrimidin-2- yl)amino)-3-methylphenyl)thio)-7-azaspiro[3.5]nonane-7-carbo xylate (60 mg, 45% yield, ¹ H NMR (400 MHz, DMSO-4) 8 9.44 (s, 1H), 8.54 (s, 1H), 7.35 (d, J = 8.0 Hz, 1H), 7.12 (s, 1H), 7.07 - 7.01 (m, 1H), 4.37 (s, 1H), 3.97 - 3.85 (m, 1H), 3.25 (s, 2H), 3.17 (s, 2H), 2.68 (d, J= 4.8 Hz, 1H), 2.39 - 2.31 (m, 2H), 2.18 (s, 3H), 1.71 (s, 3H), 1.61 (d, J= 9.6 Hz, 5H), 1.56 - 1.51 (m, 2H), 1.43 (d, J= 5.6 Hz, 4H), 1.37 (s, 9H), 1.16 - 1.03 (m, 3H). LC-MS (ESI ⁺ ) m/z 621.2 (M+H) ⁺ ) as a white solids. Absolute stereochemistry of diastereomers was assigned arbitrarily.

Synthesis of 4-[2-[4-(7-Azaspiro[3.5]nonan-2-ylsulfonyl)-2-methyl-anilino ]-5-

(trifluoromethyl)pyrimidin- 4-yl]-l-methyl-cyclohexanol (Intermediate MY)

Step 1 - Tert-butyl 2-[4-[[4-(4-hydroxy-4-methyl-cyclohexyl)-5-(trifluoromethyl) pyrimidin-2-yl] amino]- 3-methyl-phenyl]sulfonyl-7-azaspiro[3.5]nonane-7-carboxylate

[1488] To a solution of tert-butyl 2-[4-[[4-(4-hydroxy-4-methyl-cyclohexyl)-5-(trifluoromethyl) pyrimidin-2-yl]amino]-3-methyl-phenyl]sulfanyl-7-azaspiro[3. 5]nonane-7-carboxylate (40.0 mg, 64.4 umol, Intermediate MW) in DCM (1 mL) was added m-CPBA (26. 1 mg, 128 umol, 85% solution) at 0°C. The mixture was stirred at 25°C for 1 hr. On completion, the reaction mixture was quenched by addition of NaiSzOa (0.5 mL) at 0°C, and then diluted with aq. NaHCOa (8 mL) and extracted with DCM (3 X 5 mL). The combined organic layers were washed with brine (2 X 3 mL), dried with anhydrous NazSO4, filtered and concentrated in vacuo to give the title compound (40 mg, 65% yield) as a white solid, ¹ H NMR (400 MHz, DMSO-de) δ 9.69 (s, 1H), 8.63 (s, 1H), 7.89 (d, 8.4 Hz, 1H), 7.71 (d, J= 1.6 Hz, 1H), 7.65 - 7.60

(m, 1H), 4.17 - 4.07 (m, 1H), 4.05 - 4.02 (m, 1H), 3.25 - 3.19 (m, 6H), 2.36 (s, 3H), 2.09 (d, J= 8.4 Hz, 3H), 2.03 - 1.94 (m, 4H), 1.64 (d,J= 12.4 Hz, 2H), 1.48 (d, J= 3.6 Hz, 2H), 1.44 (d, J= 4.4 Hz, 2H), 1.37 (s, 9H), 1.33 (d, ./ - 3.6 l lz, 1H), 1.24 (s, 1H), 1.13 (s, 3H). LC-MS (ESH) m/z 653.4 (M+H) ⁺ .

Step 2 - 4-[2-[4-(7-Azaspiro[3.5]nonan-2-ylsulfonyl)-2-methyl-anilino ]-5-(trifluoromethyl)pyrimidin- 4- y 1] - 1 -methyl-cyclohexanol

[1489] To a solution of tert-butyl 2-[4-[[4-(4-hydroxy-4-methyl-cyclohexyl)-5-(trifluoromethyl) pyrimidin-2-yl]amino]-3-methyl-phenyl]sulfonyl-7-azaspiro[3. 5]nonane-7-carboxylate (50.0 mg, 76.6 umol) in DCM (0.5 mL) was added HCI/dioxane (4 M, 500 uL). The mixture was then stirred at 25 °C for 1 hr. On completion, the mixture was concentrated in vacuo to give the title compound (42.0 mg, 99% yield) as a white solid. LC-MS (ES1 ⁺ ) m/z 553.2 (M+H) ⁺ .

Synthesis of l-[l-(2,6-Dioxo-3-piperidyl)-4-fluoro-3-methyl-2-oxo-benzimi dazol-5-yl]piperidme-4- carbaldehyde (Intermediate MZ)

Step 1 - 3-(5-Bromo-4-fluoro-3-methyl-2-oxo-benzimidazol-l-yl)piperid ine-2, 6-dione

[1490] To a solution of 3-(5-bromo-4-fluoro-3-methyl-2-oxo-benzimidazol-l-yl)-l-[(4- methoxyphenyl) methyl]piperidine-2, 6-dione (5.00 g, 10.5 mmol, synthesized via Steps 1-4 of Intermediate MU) inTFA (40 mL) was added TfOH (13.6 g, 90.6 mmol, 8 mL), then the mixture was stirred at 70 °C for 1 hr. On completion, the mixture was concentrated in vacuo to give the residue. The residue was added TEA to adjust pH = 9, triturated with water (100 mL) for 2 hrs and fdtered to give the filter cake. Then the filter cake was triturated with PE/EA (1 : 1, 150 mL) for 3 hrs to give the title compound (1.70 g, 45% yield) as a brown solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 11.14 (s, 1H), 7.36 - 7.26 (m, 1H), 7.05 - 6.95 (m, 1H), 5.46 - 5.35 (m, 1H), 3.54 - 3.44 (m, 3H), 2.94 - 2.82 (m, 1H), 2.76 - 2.58 (m, 2H), 2.08 - 1.98 (m, 1H). LC-MS (ESI ) m/z 355.9 (M+H) ⁺ .

Step 2 - 3-[5-[4-(Dimethoxymethyl)-l-piperidyl]-4-fhioro-3-methyl-2-o xo-benzimidazol-l- yl]piperidine- 2, 6-dione

[1491] To a solution of 3-(5-bromo-4-fluoro-3-methyl-2-oxo-benzimidazol-l-yl)piperid ine -2, 6-dione (3.00 g, 8.42 mmol) and 4-(dimethoxymethyl)piperidine (1.88 g, 11.8 mmol, CAS# 188646-83-5) in dioxane (70 mL) was added Pd-PEPPSI-IHeptCI 3 -Chloropyridine (819 mg, 842 umol) and CS2CO3 (5.49 g, 16.8 mmol). The mixture was then stirred 100 °C for 4 hrs. On completion, the mixture was filtered and concentrated in vacuo to give the residue. The residue was purified by column chromatography (SiO ₂ , PE:EA = 10: 1 to 1 :2) to give the title compound (1.30 g, 35% yield). ¹ H NMR (400 MHz, DMSO-ck) δ 11.10 (s, 1H), 6.84 (d, J= 8.4 Hz, 1H), 6.77 - 6.67 (m, 1H), 5.33 (dd, J= 5.2, 12.8 Hz, 1H), 4.16 - 4.08 (m, 1H), 3.46 (d, J= 1.6 Hz, 3H), 3.27 (s, 6H), 2.93 - 2.83 (m, 1H), 2.66 - 2.56 (m, 4H), 2.03 - 1.96 (m, 1H), 1.72 (d, 11.2 Hz, 2H), 1.46 - 1.37 (m, 2H), 1.21 - 1.01 (m, 1H), 0.88 - 0.72 (m, 2H). LC-MS (ESI ⁺ ) m/z

435.1(M+H) ⁺ .

Step 3 - l-[l-(2,6-Dioxo-3-piperidyl)-4-fluoro-3-methyl-2-oxo-benzimi dazol-5-yl]piperidine-4- carbaldehyde

[1492] A solution of 3-[5-[4-(dimethoxymethyl)-l-piperidyl]-4-fluoro-3-methyl-2-o xo-benzimidazol -1- yl]piperidine-2, 6-dione (100 mg, 230 umol) in FA (1 mL) was stirred at 80 °C for 1 hr. On completion, the mixture was concentrated in vacuo to give the title compound (80 mg, 90% yield) as a black solid.). LC- MS (ESL) m/z 389.0 (M+H) ⁺ .

Synthesis of 2-[4-(7-Azaspiro[3.5]nonan-2-ylsulfonyl)-2-methyl-anilino]-8 -cyclopentyl-pyrido[2,3-d] pyrimidin-7-one (Intermediate NA)

Step 1 - Tert-butyl 2-[4-[(8-cyclopentyl-7-oxo-pyrido[2,3-d]pyrimidin-2-yl)amino ]-3-methyl-phenyl] sulfonyl-7-azaspiro[3.5]nonane-7-carboxylate

[1493] To a solution of tert-butyl 2-(4-amino-3-methyl-phenyl)sulfonyl-7-azaspiro[3.5]nonane-7- carboxylate (588 mg, 1.49 mmol, Intermediate PF) in DMF (6mL) was added t-BuOK (668 mg, 5.96 mmol) and 4 molecular sieves (0. 1 g). The mixture was stirred at 0 °C for 20 mins. Then to the mixture was added 8-cyclopentyl-2-methylsulfonyl-pyrido[2,3-d]pyrimidin-7-one (480 mg, 1.64 mmol, Intermediate HN) and the mixture was stirred at 0 °C for 40 mins. On completion, the reaction mixture was diluted with H ₂ O (5 mL) and extracted with EA (3 X 50 mL). The combined organic layers were washed with brine (2 X 10 mL), dried over by anhydrous Na2SC>4, filtered and concentrated under reduced pressure to give a residue. Then the residue was purified by column chromatography (SiCL, Petroleum ether/Ethyl acetate- 100/1 to 2/1) to give the title compound (327 mg, 32% yield) as a white solid. LC-MS (ESI ⁺ ) m/z 608.3 (M+H) ⁺ .

Step 2 - 2-[4-(7-Azaspiro[3.5]nonan-2-ylsulfonyl)-2-methyl-anilino]-8 -cyclopentyl-pyrido[2,3-d] pyrimidin-7-one

[1494] To a solution of tert-butyl 2-[4-[(8-cyclopentyl-7-oxo-pyrido[2,3-d]pyrimidin-2-yl)amino ]-3- methyl -phenyl]sulfonyl-7-azaspiro[3.5]nonane-7-carboxylate (130 mg, 213 umol) in DCM (1 mL) was added TFA (1.54 g, 13 mmol). The mixture was then stirred at 25 °C for 1 hr. On completion, the reaction mixture was concentrated in vacuo to give a title compound (100 mg, 92% yield, TFA salt) as a white solid. LC-MS (ESI ⁺ ) m/z 508.2 (M+H) ⁺ .

[1495] Tert-butyl 2-[4-[[4-chloro-5-(trifluoromethyl)pyrimidin-2-yl]amino]-3-m ethyl-phenyl] sulfonyl-7- azaspiro [3.5 ]nonane-7-carboxylate (Intermediate NB)

[1496] To a solution of tert-butyl 2-[4-[[4-chloro-5-(trifluoromethyl)pyrimidin-2-yl]amino]-3-m ethyl- phenyl] sulfanyl-7-azaspiro[3.5]nonane-7-carboxylate (356 mg, 655 umol, synthesized via Step 1 of Intermediate MW) in DCM (4 mL) was added m-CPBA (424 mg, 1.97 mmol). The mixture was then stirred at 25 °C for 2 hrs. On completion, the reaction mixture was quenched by addition of Na2S20s (3 mL) at 0 °C, and then diluted with H ₂ O (5 mL) and extracted with EA (3 X 3 mL). The combined organic layers were washed with brine (3 X 2 mL), dried over by anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate=100/l to 1/1) to give the title compound (210 mg, 45% yield) as a yellow solid. LC-MS (ESI ⁺ ) m/z 597.2 (M+23) ⁺ . ^† HNMR (400 MHz, DMSO-I/ ₆ ) δ 10.35 (s, 1H), 8.77 (s, 1H), 7.77 - 7.72 (m, 2H), 7.71 - 7.67 (m, 1H), 4.21 - 4.12 (m, 1H), 3.25 - 3.18 (m, 4H), 2.34 (s, 3H), 2.15 - 2.07 (m, 2H), 2.02 - 1.94 (m, 2H), 1.52 - 1.48 (m, 2H), 1.46 - 1.42 (m, 2H), 1.38 (s, 9H).

Synthesis of l-[2-[4-(7-Azaspiro[3.5]nonan-2-ylsulfonyl)-2-methyl-anilino ]-5-

(trifluoromethyl)pyrimidm -4-yl]-3-methyl-piperidin-3-ol (Intermediate NC)

Step 1 - Tert-butyl 2-[4-[[4-(3-hydroxy-3-methyl-l-piperidyl)-5-(trifluoromethyl )pyrimidin-2-yl]amino]-3- methyl-phenyl]sulfonyl-7-azaspiro[3.5]nonane-7-carboxylate

[1497] To a solution of tert-butyl 2-[4-[[4-chloro-5-(trifluoromethyl)pyrimidin-2-yl]amino]-3-m ethyl- phenyl] sulfonyl-7-azaspiro[3.5]nonane-7-carboxylate (190 mg, 330 umol, Intermediate NB) in DMF (2 mL) was added DIEA (85.4 mg, 660 umol, 115 uL) and 3-methylpiperidin-3-ol (45.6 mg, 396 umol, CAS#473730-88-0). The mixture was then stirred at 25 °C for 2 hrs. On completion, the reaction mixture was diluted with H ₂ O (4 Ml) and extracted with EA (3 X 15 mL). The combined organic layers were dried over by anhydrous NazSOzi, filtered and concentrated in vacuo to give the title compound (200 mg, 89% yield) as a white solid. LC-MS (ESI ⁺ ) m/z 654.3 (M+l) ⁺ . ¹ H NMR (400 MHz, DMSO-^e) δ 9.14 (s, 1H), 8.38 - 8.34 (m, 1H), 7.98 (s, 1H), 7.72 - 7.67 (m, 1H), 7.65 - 7.59 (m, 1H), 4.12 - 4.06 (m, 1H), 3.28 (d, J = 13.2 Hz, 2H), 3.23 - 3.17 (m, 4H), 3.15 - 3.11 (m, 2H), 2.35 (s, 3H), 2.12 - 2.05 (m, 2H), 1.98 (d, J= 8.8 Hz, 2H), 1.82 - 1.73 (m, 1H), 1.59 - 1.54 (m, 2H), 1.49 - 1.47 (m, 2H), 1.44 - 1.39 (m, 4H), 1.37 (s, 9H), 1.04 (s, 3H).

Step 2 - l-[2-[4-(7-Azaspiro[3.5]nonan-2-ylsulfonyl)-2-methyl-anilino ]-5-(trifluoromethyl)pyrimidin -4- y 1] -3 -methyl-piperidin-3 -ol

[1498] To a solution of tert-butyl 2-[4-[[4-(3-hydroxy-3-methyl-l-piperidyl)-5-(trifluoromethyl ) pyrimidin-2-yl]amino]-3-methyl-phenyl]sulfonyl-7-azaspiro[3. 5]nonane-7-carboxylate (100 mg, 152 umol) in DCM (0.5 mL) was added HCl/dioxane (0.5 mL). The mixture was then stirred at 25 °C for 1 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (80 mg, 94% yield) as a yellow solid. LC-MS (ESI ⁺ ) m/z 554.3 (M+H) ⁺ . Synthesis of 4-[[4-(4-hydroxy-4-methyl-cyclohexyl)-5-(trifluoromethyl)pyr imidin-2-yl] amino]-3- methyl-benzenesulfonyl chloride (Intermediate ND)

[1499] To a solution of (lr,4r)-4-(2-((4-(benzylthio)-2-methylphenyl)amino)-5- (trifluoromethyl)pyrimidin-4-yl)-l-methylcyclohexan-l-ol (55.0 mg, 112 umol, Intermediate SY) in CH3CN (2 mL), H ₂ O (0.1 mL) and HOAc (0.1 mL) was added NCS (45.1 mg, 338 umol). The mixture was then stirred at 25 °C for 1 hr. On completion, the reaction mixture diluted with DCM (10 mL), the reaction mixture was dried over Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (50.0 mg, 95% yield) as white solid. LCMS (ESI ⁺ ) m/z 463.9 (M+H) ⁺ .

Synthesis of 3-[4-Fluoro-3-methyl-2-oxo-5-(4-piperidyl)benzimidazol-l-yl] piperidine-2, 6-dione

(Intermediate NE)

Step 1 - Tert-butyl 4-[l-(2,6-dioxo-3-piperidyl)-4-fluoro-3-methyl-2-oxo-benzimi dazol-5-yl]piperidine-l- carboxylate

[1500] To an 15 mL vial equipped with a stir bar was added 3-(5-bromo-4-fluoro-3-methyl-2-oxo- benzimid azol- 1 -yl)piperidine-2, 6-dione (800 mg, 2.25 mmol, synthesized via Step 1 of Intermediate MZ) tert-butyl4-bromopiperidine-l- carboxylate (771 mg, 2.92 mmol, CAS# 180695-79-8), Ir[dF(CF ₃ )ppy]2(dtbpy)(PFg) (25.2 mg, 22.4 umol), NiCL.dtbbpy (13.4 mg, 33.6 umol), TTMSS (558 mg, 2.25 mmol), and 2,6-lutidine (481 mg, 4.49 mmol) in DME (2 mL). The vial was sealed and placed under nitrogen was added. The reaction was stirred and irradiated with a purple 10 W LED lamp (3 cm away), with cooling water to keep the reaction temperature at 25 °C for 14 hrs. The reaction mixture was partitioned between H ₂ O (30 mL) and EA (30 mL). The organic phase was separated, washed with brine (15 mL), dried over anhydrous Na2SC>4, filtered and concentrated in vacuo to give a residue. The residue was purified by prep-HPLC (column: Phenomenex luna C18 150*25mm* 10um;mobile phase: [water(FA)- ACN];B%:34%- 64%,10min) to give the title compound (850 mg, 82% yield) as a white solid. ^† H NMR (400 MHz, DMSO-A) δ ppm 11.10 (s, 1 H), 6.97 - 6.90 (m, 2 H), 5.36 (dd, J= 12.0, 5.2 Hz, 1 H), 4.08 (d, J= 10.0 Hz, 2 H), 3.48 (d, J= 1.2 Hz, 3 H), 3.04 - 2.97 (m, 1 H), 2.92 - 2.80 (m, 3 H), 2.74 - 2.58 (m, 3 H), 2.04 - 1.97 (m, 1 H), 1.72 (d,J= 12.0 Hz, 2 H), 1.60 - 1.53 (m, 2 H), 1.42 (s, 9 H). LC-MS (ESI ⁺ ) m/z 483.2 (M+23) ⁺ .

Step 2 - 3-[4-Fluoro-3-methyl-2-oxo-5-(4-piperidyl)benzimidazol-l-yl] piperidine-2, 6-dione

[1501] To a solution of tert-butyl 4-[l-(2,6-dioxo-3-piperidyl)-4-fluoro-3-methyl-2-oxo-benzimi dazol-5- yl] piperidine- 1 -carboxylate (110 mg, 238 umol) in DCM (1 mL) was added HCl/dioxane (4 M, 1 mL). The mixture was then stirred at 25 °C for 1 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (90.0 mg, 94% yield, HC1) as a white solid. LC-MS (ESI ⁺ ) m/z 361.1 (M+H) ⁺ .

Synthesis of Tert-butyl N-[2-(4-formylcyclohexoxy)ethyl] carbamate (Intermediate NF)

Step 1 - 4-(Hydroxymethyl)cyclohexanol

[1502] To a solution of L1AIH4 (3.31 g, 87.1 mmol) in THF (30 mL), was add ethyl 4- hydroxycyclohexanecarboxylate (10.0 g, 58.0 mmol, CAS# 3618-04-0) in THF (100 mL) dropwise at 0 °C, then the mixture was stirred at 0 °C for 5 hrs. On completion, the mixture was quenched with H ₂ O (3.3 mL), then a solution of 15% NaOH (3.3 mL) was added dropwise. The mixture was dried with anhydrous NajSOz, filtered and the filtered liquor was concentrated in vacuo to give the title compound (7.5 g, 99% yield) as yellow solid. ¹ H NMR (400MHz, DMSO-d ₆ ) δ 3.37 - 3.23 (m, 1H), 3.17 (d, J= 6.0 Hz, 2H), 1.85 - 1.75 (m, 2H), 1.75 - 1.62 (m, 2H), 1.30 - 1.16 (m, 1H), 1.14 - 0.95 (m, 2H), 0.93 - 0.72 (m, 2H).

Step 2 - 4-[[Tert-butyl(diphenyl)silyl]oxymethyl]cyclohexanol

[1503] To a solution of 4-(hydroxymethyl)cyclohexanol (6.5 g, 49.9 mmol) and imidazole (4.08 g, 59.9 mmol) in DMF (200 mL) was added TBDPSC1 (14.4 g, 52.4 mmol) at 0 °C. The mixture was stirred at 25 °C for 12 hrs. On completion, the mixture was diluted with H ₂ O (100 mL), and extracted with EA (2 X 30 mL). The organic layers were washed with brine (2 X 30 mL), dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo. The mixture was purified by silica gel column (PE: EA = 5: 1) to give the title compound (9.10 g, 49% yield) as yellow oil. ¹ H NMR (400MHz, CDCl ₃ ) δ 7.70 - 7.60 (m, 4H), 7.48 - 7.31 (m, 6H), 3.63 - 3.51 (m, 111), 3.47 (d, J= 6.0 Hz, 2H), 2.05 - 1.95 (m, 2H), 1.89 - 1.80 (m, 2H), 1.50 - 1.45 (m, 1H), 1.31 - 1.22 (m, 2H), 1.10 - 1.00 (m, 2H), 1.05 (s, 9H).

Step 3 - Ethyl 2-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy]aceta te

[1504] To a solution of 4-[[tert-butyl (diphenyl)silyl]oxymethyl]cyclohexanol (8.60 g, 23.3 mmol) and Rh2(OAc)4 (1.03 g, 2.33 mmol) in DCM (40 mL) was added a solution of ethyl 2-diazoacetate (10.6 g, 93.3 mmol) in DCM (40 mL). The mixture was degassed and purged with N2 for 3 times and the mixture was stirred at 25 °C for 12 hrs under N2 atmosphere. On completion, the mixture was diluted with DCM (80 mL), the organic layers was then separated, washed with H ₂ O (2 X 80 mL), brine (2 X 80 mL), dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo. The mixture was purified by silica gel column (PE: EA= 10: 1) to give the title compound (10.0 g, 94% yield) as yellow oil. ¹ H NMR (400MHz, CDCl ₃ ) δ 7.72

- 7.61 (m, 4H), 7.48 - 7.32 (m, 6H), 4.28 - 4.25 (m, 2H), 4.12 (s, 2H), 3.46 (d, J= 6.0 Hz, 2H), 3.32 - 3.22 (m, 1H), 2.15 - 2.04 (m, 2H), 1.91 - 1.81 (m, 2H), 1.54 - 1.45 (m, 1H), 1.32 - 1.28 (m, 5H), 1.09 - 0.99 (m, 2H), 1.05 (s, 9H).

Step 4 - 2-[4-[[Tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy]ethan ol

[1505] To a solution of LAH (626 mg, 16.5 mmol) in THF (25 mL) was added a solution of ethyl 2-[4- [[tertbutyl(diphenyl)silyl]oxymethyl]cyclohexoxy]acetate (5.00 g, 11.0 mmol) in THF (25 mL) dropwise at 0 °C. The mixture was then stirred at 0 °C for 0.5 hr. On completion, the mixture was quenched with H ₂ O (0.62 mL), then a solution of 15% NaOH (0.62 mL) was added dropwise. The mixture was dried with anhydrous Na ₂ SO ₄ , filtered and the filtered liquor was concentrated in vacuo to give the title compound (3.15 g, 69% yield) as yellow oil. ¹ H NMR (400MHz, CDCl ₃ ) δ 7.76 - 7.61 (m, 4H), 7.49 - 7.33 (m, 6H), 3.81 - 3.66 (m, 3H), 3.63 - 3.57 (m, 2H), 3.50 - 3.45 (m, 2H), 3.28 - 3.18 (m, 1H), 2.15 - 2.04 (m, 2H), 1.88

- 1.83 (m, 2H), 1.61 - 1.46 (m, 1H), 1.28 - 1.20 (m, 2H), 1.10 - 0.96 (m, 2H), 1.05 (s, 9H).

Step 5 - 2-[4-[[Tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy]ethyl 4-methylbenzenesulfonate

[1506] To a solution of 2-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy]ethan ol (3.15 g, 7.63 mmol) in DCM (40 mL) was added TEA (1.13 g, 11.1 mmol), DMAP (170 mg, 1.39 mmol) and TosCl (1.59 g, 8.35 mmol). The mixture was then stirred at 25 °C for 16 hrs. On completion, the mixture was concentrated in vacuo. The mixture was purified by silica gel column (PE: EA=10: 1) to give the title compound (2.86 g, 90% yield) as colorless oil. ¹ H NMR (400MHz, CDCl ₃ ) δ 7.88 - 7.76 (m, 2H), 7.68 - 7.60 (m, 4H), 7.44 - 7.31 (m, 8H), 4.19 - 4.12 (m, 2H), 3.72 - 3.62 (m, 2H), 3.45 (d, J = 6.4 Hz, 2H), 3.19

- 3.06 (m, 1H), 2.45 (s, 3H), 2.00 - 1.90 (m, 2H), 1.88 - 1.75 (m, 2H), 1.52 - 1.42 (m, 1H), 1.20 - 1.10 (m, 2H), 1.05 (s, 9H), 1.01 - 0.92 (m, 2H). Step 6 - 2-[2-[4-[[Tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy]et hyl]isoindoline- 1,3-dione

[1507] To a solution of 2-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy]ethyl 4- methylbenzenesulfonate (2.86 g, 5.05 mmol) in DMF (20 mL) was added ( 1,3 -dioxoisoindo lin-2-yl) potassium (1.40 g, 7.57 mmol). The mixture was then stirred at 50 °C for 5 hrs. On completion, the mixture was diluted with H ₂ O (150 mL), extracted with EA (3 X 50 mL), the organic layers were washed with brine (3 X 40 mL), dried over anhydrous Na?SO4, filtered and concentrated in vauco to give the title compound (2.7 g, 98% yield) as yellow oil. ¹ H NMR (400MHz, CDCl ₃ ) δ 7.89 - 7.83 (m, 2H), 7.74 - 7.69 (m, 2H), 7.68 - 7.61 (m, 4H), 7.45 - 7.34 (m, 6H), 3.95 - 3.82 (m, 2H), 3.77 - 3.68 (m, 2H), 3.44 (d, J= 6.1 Hz, 2H), 3.28 - 3.15 (m, 1H), 2.03 - 1.94 (m, 2H), 1.87 - 1.75 (m, 2H), 1.54 - 1.40 (m, 1H), 1.22 - 1.12 (m, 2H), 1.04 (s, 9H), 1.02 - 0.90 (m, 2H).

Step 7 - 2-[4-[[Tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy]ethan amine

[1508] To a solution of2-[2-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy] ethyl] isoindoline -1,3- dione (2.7 g, 4.98 mmol) in EtOH (20 mL) was added NH ₂ NH ₂ .H ₂ O (3.19 g, 54.1 mmol, 3.10 mL, 85% solution). The mixture was stirred at 50 °C for 2 hrs. On completion, the mixture was filtered and the fdtrate was concentrated in vacuo. The residue was diluted with DCM (30 mL), and filtered, the filtrate was concentrated in vacuo to give the title compound (2.02 g, 98% yield) as yellow oil. ¹ H NMR (400MHz, CDCl ₃ ) δ 7.70 - 7.63 (m, 4H), 7.47 - 7.35 (m, 6H), 3.54 (t, J= 4.8 Hz, 2H), 3.47 (d, 6.0 Hz, 2H), 3.25 -

3.15 (m, 1H), 2.90 (t, ./ 5.2 Hz, 2H), 2.33 - 2.19 (m, 2H), 2.13 - 2.00 (m, 2H), 1.88 - 1.78 (m, 2H), 1.56 - 1.45 (m, 1H), 1.28 - 1.20 (m, 2H), 1.06 (s, 9H), 1.04 - 0.94 (m, 2H).

Step 8 - Tert-butyl N-[2-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy]et hyl]carbamate

[1509] To a solution of 2-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy]ethan amine (2 g, 4.86 mmol) in DCM (20 mL) was added TEA (983 mg, 9.72 mmol, 1.35 mL) and (Boc) ₂ O (1.27 g, 5.83 mmol, 1.34 mL). The mixture was then stirred at 25 °C for 3 hrs. On completion, the mixture was concentrated in vacuo. The mixture was purified by silica gel column (PE: EA=10: 1) to give the title compound (1.88 g, 75% yield) as yellow oil. ¹ H NMR (400MHz, CDCl ₃ ) δ 7.77 - 7.58 (m, 4H), 7.53 - 7.32 (m, 6H), 5.00 - 4.79 (m, 1H), 3.53 (t, J = 5.2 Hz, 2H), 3.47 (d, J = 6.0 Hz, 2H), 3.33 - 3.25 (m, 2H), 3.22 - 3.12 (m, 1H), 2.10 - 1.99 (m, 2H), 1.89 - 1.80 (m, 2H), 1.54 - 1.46 (m, 1H), 1.49 (s, 9H), 1.27 - 1.15 (m, 2H), 1.06 (s, 9H), 1.05 - 0.93 (m, 2H).

Step 9 - Tert-butyl N-[2-[4-(hydroxymethyl)cyclohexoxy]ethyl]carbamate

[1510] To a solution of tert-butyl N-[2-[4-[[tert- butyl(diphenyl)silyl]oxymethyl]cyclohexoxy]ethyl]carbamate (1.78 g, 3.48 mmol) in THF (15 mL) was added TBAF (1.00 M, 5.22 mL). The mixture was then stirred at 25 °C for 1 hr. On completion, the mixture was concentrated in vacuo. The mixture was purified by silica gel column (PE: EA=1 : 1) to give the title compound (950 mg, 99% yield) as yellow oil. ¹ H NMR (400MHz, CDCE) δ 5.00 - 4.75 (m, 1H), 3.53 (t, J = 5.2 Hz, 2H), 3.47 (d, J= 6.4 Hz, 2H), 3.34 - 3.26 (m, 2H), 3.25 - 3.13 (m, 1H), 2.13 - 2.03 (m, 2H), 1.90 - 1.80 (m, 2H), 1.56 - 1.50 (m, 1H), 1.46 (s, 9H), 1.30 - 1.16 (m, 3H), 1.05 - 0.91 (m, 2H).

Step 10 - Tert-butyl N-[2-(4-formylcyclohexoxy)ethyl]carbamate

[1511] To a solution tert-butyl N-[2-[4-(hydroxymethyl)cyclohexoxy]ethyl]carbamate (800 mg, 2.93 mmol) in DCM (20 mL) was added DMP (1.49 g, 3.51 mmol). The mixture was then stirred at 25 °C for 0.5 hr. On completion, the mixture was diluted with DCM (100 mL) and quenched with saturated ^28263 (50 mL) and washed with saturated NaHCO3 (3 X 50 mL). The organic layer was dried over anhydrous

Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (790 mg, 99% yield) as yellow oil. ¹ H NMR (400MHz, CDCl ₃ ) δ 9.65 (d, J= 1.2 Hz, 1H), 5.05 - 4.67 (m, 1H), 3.57 - 3.49 (m, 2H), 3.37 - 3.17 (m, 3H), 2.17 - 1.99 (m, 4H), 1.46 (s, 10H), 1.41 - 1.23 (m, 4H).

Synthesis of 3- [5- [1- [ [4-(2-Aminoethoxy)cyclohexyl] methyl] -4-pip eridyl] -4-fluoro-3-methyl-2-oxo- benzimidazol-l-yl]piperidine-2, 6-dione (Intermediate NG)

Step 1 - Tert-butyl N-[2-[4-[[4-[l-(2,6-dioxo-3-piperidyl)-4-fluoro-3-methyl-2-o xo-benzimidazol-5-yl]-l- piperidyl]methyl]cyclohexoxy]ethyl]carbamate

[1512] To a solution of 3-[4-fluoro-3-methyl-2-oxo-5-(4-piperidyl)benzimidazol-l-yl] piperidine-2,6- dione (90.0 mg, 226 umol, HCI, Intermediate NE) and tert-butyl N-[2-(4- formylcyclohexoxy)ethyl]carbamate (61.5 mg, 226 umol, Intermediate NF) in DMF (1 mL) and THF (1 mL) was added KO Ac (222 mg, 2.27 mmol) and NaBH(OAc)s (96.1 mg, 453 umol). The mixture was stirred at 25 °C for 1 hr. On completion, the reaction mixture was partitioned between H ₂ O (20 mL) and DCM ( 10 mL X 3). The organic phase was separated, washed with brine (10 mL X 2), dried over anhydrous

Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. The residue was purified by prep-HPLC (column: Phenomenex luna C18 150*25mm* 10um;mobile phase: [water(FA)-ACN];B%: 12%-42%,8min) to give the title compound (80.0 mg, 57% yield) as a white solid. ^† H NMR (400 MHz, DMSO-dg) δ 11.10 (s, 1H), 6.98 - 6.90 (m, 2H), 6.72 (brt, J= 5.2 Hz, 1H), 5.35 (dd, J= 5.2, 12.8 Hz, 1H), 3.48 (d, J= 1.2 Hz, 3H), 3.37 (t, J= 6.4 Hz, 2H), 3.18 - 3.12 (m, 1H), 3.02 (q, J= 6.0 Hz, 2H), 2.96 (d, 11.2 Hz, 2H), 2.91

- 2.84 (m, 1H), 2.83 - 2.76 (m, 1H), 2.74 - 2.66 (m, 1H), 2.65 - 2.58 (m, 1H), 2.57 - 2.51 (m, 1H), 2.15 (br d, - 7.2 Hz, 2H), 2.07 - 1.93 (m, 5H), 1.82 - 1.74 (m, 3H), 1.72 (s, 2H), 1.45 (dd, J = 3.2, 7.6 Hz, 1H), 1.37 (s, 9H), 1.15 - 1.05 (m, 2H), 0.91 - 0.80 (m, 2H). LC-MS (ES1 ⁺ ) m/z 616.4 (M+H) ⁺ .

Step 2 - 3-[5-[l-[[4-(2-Aminoethoxy)cyclohexyl]methyl]-4-piperidyl]-4 -fluoro-3-methyl-2-oxo-benzi midazol- 1 -yl]piperidine-2, 6-dione

[1513] To a solution of tert-butyl N-[2-[4-[[4-[l-(2,6-dioxo-3-piperidyl)-4-fluoro-3-methyl-2-o xo- benzimidaz ol-5-yl]-l-piperidyl]methyl]cyclohexoxy]ethyl]carbamate (60.0 mg, 97.4 pmol) in DCM (0.5 mL) was added HCl/dioxane (4 M, 0.5 mL). The mixture was then stirred at 25 °C for 1 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (53.0 mg, 98% yield, HC1) as white gum. LCMS (ESI ⁺ ) m/z 516.5 (M+H) ⁺ .

Synthesis of 7-Chloro-l-cyclopentyl-l,6-naphthyridin-2(lH)-one (Intermediate NH)

Step 1 - 6-Chloro-4-(cyclopentylamino)pyridine-3-carboxylic acid [1514] To a solution of 4,6-dichloropyridine-3-carboxylic acid (2.00 g, 10.4 mmol, CAS# 73027-79-9) in DMSO (20 mL) was added DIEA (4.04 g, 31.2 mmol) and cyclopentanamine (1.77 g, 20.8 mmol, CAS# 1003-03-8), then the mixture was stirred at 100 °C for 12 hrs. On completion, the reaction mixture was quenched by addition of FA until pH = 5 to give the residue. The residue was purified by HPLC(FA condition) to give the title compound (1.65 g, 65% yield) as a yellow solid. ¹ H NMR (400 MHz, DMSO- d ₆ ) δ = 8.50 (s, 1H), 8.34 (d, J= 6.8 Hz, 1H), 6.78 (s, 1H), 4.00 - 3.91 (m, 1H), 2.08 - 1.97 (m, 2H), 1.73 - 1.56 (m, 4H), 1.44 (dd, ./~ 6.0, 12.0 Hz, 2H). LCMS (ESI ⁺ ) m/z 241.2 (M+H) ⁺ .

Step 2 - (6-Chloro-4-(cyclopentylamino)pyridin-3-yl)methanol

[1515] To a solution of 6-chloro-4-(cyclopentylamino)nicotinic acid (1.65 g, 6.86 mmol) in THF (17 mL) was added BHi.THF (1 M, 20 mL), then the mixture was stirred at 25 °C for 16 hrs. On completion, the reaction mixture was quenched by addition of CH3OH (10 mL) at 0 °C and FA (0.5 mL) at 25 °C, then the mixture was stirred at 25 °C for 16 hrs. Next, NaHCO ₃ (800 mg) was added at 25 °C for 10 mins. Then mixture was filtered and the orgaicn phase was concentrated in vacuo to give the crude product was purified by reversed-phase HPLC (FA condition) to give the title compound (1.33 g, 85% yield) as a white solid, ¹ H NMR (400 MHz, DMSO-d ₆ ) δ = 7.78 (s, 1H), 6.57 (s, 1H), 6.05 (d, J= 6.4 Hz, 1H), 4.40 (s, 2H), 3.89 - 3.83 (m, 1H), 2.00 - 1.93 (m, 2H), 1.72 - 1.43 (m, 7H). LCMS (ESI ⁺ ) m/z 227.2 (M+H) ⁺ .

Step 3 - 6-Chloro-4-(cyclopentylamino)nicotinaldehyde

[1516] To a solution of [6-chloro-4-(cyclopentylamino)-3-pyridyl]methanol (1.33 g, 5.88 mmol) in DCM (13 mL) was added DMP (3.24 g, 7.64 mmol), then the mixture was stirred at 25 °C for an hr. On completion, the reaction mixture was quenched by Na2S20a(aq) (30 mL) and NaHCOa (30 mL) at 25 °C, and then extracted with DCM (50 mL X 3). The combined organic phase was washed with NaCl(aq) (30 mL), dried over Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (1.18 g, 89% yield) as a yellow solid. LCMS (ESI ⁺ ) m/z 225.2 (M+H) ⁺ .

Step 4 - Ethyl (E)-3-(6-chloro-4-(cyclopentylamino)pyridin-3-yl)acrylate

[1517] A mixture of 6-chloro-4-(cyclopentylamino)pyridine-3-carbaldehyde (1.18 g, 5.25 mmol), ethyl 2- diethoxyphosphorylacetate (3.53 g, 15.7 mmol, CAS# 867-13-0), K ₂ CO ₃ (1.45 g, 10.5 mmol) in EtOH (13 mL) was degassed and purged with N2 for 3 times, and then the mixture was stirred at 25 °C for 16 hrs under N2 atmosphere. The residue was diluted with H ₂ O (50 mL) and extracted with DCM (40 mL X 3). The combined organic layers were washed with NaCl(aq) (50 mL), dried over Na2SC>4, filtered and concentrated under reduced pressure to give the residue. The residue was purified by column chromatography (SiCL, Petroleum ether/Ethyl acetate=l/O to 30/1, Rf = 0.54) to give the title compound (0.63 g, 40% yield) as a yellow oil liquid. ¹ H NMR (400 MHz, DMSO-dg) δ = 8.22 (s, 1H), 7.88 - 7.81 (m, 1H), 6.89 - 6.84 (m, 1H), 6.62 (s, 1H), 6.52 - 6.46 (m, 1H), 4.19 (q, J = 7.2 Hz, 2H), 3.89 - 3.82 (m, 1H), 1.99 - 1.91 (m, 2H), 1.71 - 1.64 (m, 2H), 1.60 - 1.52 (m, 4H), 1.25 (t, J= 7.2 Hz, 3H). LCMS (ESI ⁺ ) m/z 295.0 (M+H) ⁺ .

Step 5 - 7-Chloro-l-cyclopentyl-l,6-naphthyridin-2(lH)-one

[1518] To a solution of ethyl (E)-3-(6-chloro-4-(cyclopentylamino)pyridin-3-yl)acrylate (630 mg, 2.14 mmol) in THF (20 mL) was added TBD (1.49 g, 10.6 mmol, CAS# 5807-14-7). The mixture was stirred at 80 °C for 1 hr. On completion, the reaction mixture was concentrated in vacuo to give the crude product. The residue was purified by reversed-phase HPLC(column: Phenomenex luna C18 150*25mm* 10um;mobile phase: [water(FA)-ACN];B%: 30%-60%,10min) to give the title compound (300 mg, 56% yield) as a yellow solid. ^† H NMR (400 MHz, DMSO-d«) δ = 8.71 (s, 1H), 7.97 (d, J= 9.6 Hz, 1H), 7.81 (s, 1H), 6.64 (d, J= 9.2 Hz, 1H), 5.28 - 5.19 (m, 1H), 2.14 - 2.06 (m, 2H), 1.98 - 1.86 (m, 4H), 1.69 - 1.62 (m, 2H). LCMS (ESI ⁺ ) m/z 249.2 (M+H) ⁺ .

Synthesis of 7-((4-((7-Azaspiro[3.5]nonan-2-yl)sulfonyl)-2-methylphenyl)a mino)-l-cyclopentyl-l,6- naphthyridin-2(lH)-one (Intermediate NI)

Step 1 - Tert-butyl 2-((4-((l-cyclopentyl-2-oxo-l,2-dihydro-l,6-naphthyridin-7-y l)amino)-3- methylphenyl)sulfonyl)-7-azaspiro[3.5]nonane-7-carboxylate

[1519] Amixture of 7-chloro-l-cyclopentyl-l,6-naphthyridin-2(lH)-one (295 mg, 1.19 mmol, Intermedia NH), tert-butyl 2-((4-amino-3-methylphenyl)sulfonyl)-7-azaspiro[3.5]nonane-7 -carboxylate (1.03 g, 2.61 mmol, Intermediate PF), Pd(OAc) ₂ (31.9 mg, 142 pmol), BINAP (88.6 mg, 142 pmol) and CS2CO3 (1.16 g, 3.56 mmol) in toluene (2 mL) was degassed and purged with N2 three times. Then the mixture was stirred at 100 °C for 16 hrs under N2 atmosphere. On completion, the reaction mixture was diluted with H ₂ O (80 mL) and extracted with EA (50 mL X 3). The combined organic layers were washed with NaCl(aq) (50 mL), dried over Na ₂ SO ₄ , filtered and concentrated in vacuo to give the crude product. The residue was purified by reversed-phase HPLC(column: Phenomenex luna C18 150*25mm* 10um;mobile phase: [water(FA)-ACN];B%: 49%-79%, lOmin) to give the title compound (210 mg, 29% yield) as a white solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ = 8.73 (s, 1H), 8.51 (s, 1H), 8.07 (d, J= 8.8 Hz, 1H), 7.83 - 7.78 (m, 1H), 7.68 (d, J= 1.6 Hz, 1H), 7.61 (dd, J= 2.0, 8.8 Hz, 1H), 7.05 - 7.00 (m, 1H), 6.37 - 6.32 (m, 1H), 5.29 - 5.20 (m, 1H), 4.11 - 4.02 (m, 1H), 3.25 - 3.18 (m, 4H), 2.39 - 2.36 (m, 3H), 2.15 - 2.05 (m, 4H), 2.00 - 1.87 (m, 6H), 1.68 - 1.61 (m, 2H), 1.51 - 1.47 (m, 2H), 1.45 - 1.41 (m, 2H), 1.37 (s, 9H). LCMS (ESI ⁺ ) m/z 607.4 (M+H) ⁺ .

Step 2 - 7-((4-((7-Azaspiro[3.5]nonan-2-yl)sulfonyl)-2-methylphenyl)a mino)-l-cyclopentyl-l,6- naphthyridin-2( 1 H)-one

[1520] To a solution of tert-butyl 2-((4-((l-cyclopentyl-2-oxo-l,2-dihydro-l,6-naphthyridin-7-y l)amino)- 3-methylphenyl)sulfonyl)-7-azaspiro[3.5]nonane-7-carboxylate (110 mg, 181 nmol) in DCM (1 mL) was added TFA (3 mL). The mixture was then stirred at 25 °C for 0.5 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (90.0 mg, 97% yield) as a yellow oil liquid. LCMS (ESI ⁺ ) m/z 507.3 (M+H) ⁺ .

Synthesis of Tert-butyl 2-(4-amino-3-methyl-phenyl)sulfanyl-7-azaspiro[3.5]nonane-7- carboxylate

(Intermediate NJ)

Step 1 - Tert-butyl 2-(p-tolylsulfonyloxy)-7-azaspiro[3.5]nonane-7-carboxylate

[1521] To a solution of tert-butyl 2-hydroxy-7-azaspiro[3.5]nonane-7-carboxylate (10.0 g, 41.4 mmol, CAS# 240401-28-9) in DCM (100 mL) was added TEA (12.5 g, 124 mmol), TosCl (11.8 g, 62.1 mmol) and DMAP (759 mg, 6.22 mmol). Then the mixture was stirred at 25 °C for 16 hrs. On completion, the mixture was concentrated in vacuo to give a residue and the residue was purified by column chromatography (SiCL, Petroleum ether/Ethyl acetate=50/l to 10/1) to give the title compound (17 g, 95% yield) as yellow solid. ¹ H NMR (400 MHz, CDCl ₃ ) δ 7.78 (d, J= 8.4 Hz, 2H), 7.34 (d, J= 8.0 Hz, 2H), 4.87 - 4.79 (m, 1H), 3.32 - 3.22 (m, 4H), 2.46 (s, 3H), 2.27 - 2.16 (m, 2H), 1.99 - 1.88 (m, 2H), 1.53 - 1.48 (m, 2H), 1.47 - 1.42 (m, 11H); LC-MS (ESF) m/z 339.7 (M-56) ⁺ .

Step 2 - Tert-butyl 2-(3-methyl-4-nitro-phenyl)sulfanyl-7-azaspiro[3.5]nonane-7- carboxylate

[1522] To a solution of tert-butyl 2-(p-tolylsulfonyloxy)-7-azaspiro[3.5]nonane-7-carboxylate (14.0 g, 35.4 mmol) in DMF (150 mL) was added K ₂ CO ₃ (14.6 g, 106 mmol) and 3-methyl-4-nitro-benzenethiol (11.9 g, 70.7 mmol). Then the mixture was stirred at 80 °C for 16 hrs. On completion, the mixture was filtered and the filtrate was concentrated in vacuo to give a residue. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate=50/l to 10/1) to give the title compound (13.0 g, 51% yield) as yellow solid. LC-MS (ES1 ⁺ ) m/z 337.3 (M-56) ⁺ .

Step 3 - Tert-butyl 2-(4-amino-3-methyl-phenyl)sulfanyl-7-azaspiro[3.5]nonane-7- carboxylate

[1523] To a solution of tert-butyl 2-(3-methyl-4-nitro-phenyl)sulfanyl-7-azaspiro[3.5]nonane-7- carboxylate (5.00 g, 12.7 mmol) and NH4CI (6.81 g, 127 mmol) in EtOH (50 mL) and H ₂ O (10 mL) was added Fe (3.56 g, 63.6 mmol). Then the mixture was stirred at 80 °C for 2 hrs. On completion, the mixture was filtered and the filter cake was washed with EtOH (3 X 100 mL). The filtrate was concentrated in vacuo to give the title compound (4.60 g, 62% yield) as yellow oil. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 7.00 - 6.95 (m, 1H), 6.94 - 6.89 (m, 1H), 6.56 (d, J = 8.0 Hz, 1H), 5.00 (s, 2H), 3.64 - 3.51 (m, 1H), 3,23 - 3.11 (m, 4H), 2.18 - 2.09 (m, 2H), 2.03 - 1.98 (m, 3H), 1.71 - 1.61 (m, 2H), 1.47 - 1.44 (m, 2H), 1.38 - 1.36 (m, 9H), 1.34 - 1.24 (m, 2H); LC-MS (ES1 ⁺ ) m/z 307.4 (M-56) ⁺ .

Synthesis of Tert-butyl 2-[4-[[4-chloro-5-(trifluoromethyl)pyrimidin-2-yl]ainino]-3- niethyl- phenyl]sulfonyl-7-azaspiro[3.5]nonane-7-carboxylate (Intermediate NK) Step 1 - Tert-butyl 2-[4-[[4-chloro-5-(trifluoromethyl)pyrimidin-2-yl]amino]-3-m ethyl-phenyl]sulfanyl-7- azaspiro [3.5 ]nonane- 7 -carboxylate

[1524] To a solution of 2,4-dichloro-5-(trifluoromethyl)pyrimidine (2.99 g, 13.7 mmol, CAS# 3932-97-6) in t-BuOH (10 mL) and DCE (10 mL) was added dropwise ZnCh (1.00 M, 16.5 mL) at 0 °C for 30 min. Then tert-butyl 2-(4-amino-3-methyl-phenyl)sulfanyl-7-azaspiro[3.5]nonane-7- carboxylate (5.00 g, 13.7 mmol, Intermediate NJ) in t-BuOH ( 10 mL) and DCE (10 mL) and TEA (15.1 mmol, 2.11 mL) were added dropwise at 0 °C. Then the mixture was stirred at 25 °C for 14 hrs. On completion, the mixture was diluted with H ₂ O (50 mL), extracted with EA (3 X 20 mL) and washed with brine (2 X 20 mL). The organic layer was dried over anhydrous sodium sulfate, filtered and concentrated in vacuo to give the residue. The residue was purified by column chromatography (SiO ₂ , PE: EA ^_ 20: 1 to 10: 1) to give the title compound (6.00 g, 80% yield). ¹ H NMR (400 MHz, DMSO-t/ ₆ ) δ 1.38 (s, 9H), 1.44 - 1.48 (m, 2H), 1.54 (d, J= 5.2 Hz, 2H), 1.71 - 1.80 (m, 2H), 2.17 (s, 3H), 2.35 - 2.43 (m, 2H), 3.18 (s, 2H), 3.26 (s, 2H), 3.90 - 4.03 (m, 1H), 7.07 (d, J= 8.0 Hz, 1H), 7.13 (s, 1H), 7.27 (d, J = 8.2 Hz, 1H), 8.65 (s, 1H), 10.05 (s, 1H). LC-MS (ESI ⁺ ) m/z 487.4 (M+H) ⁺ .

Step 2 - Tert-butyl 2-[4-[[4-chloro-5-(trifluoromethyl)pyrimidin-2-yl]amino]-3-m ethyl-phenyl]sulfonyl-7- azaspiro [3.5 ]nonane- 7 -carboxylate

[1525] To a solution of tert-butyl 2-[4-[[4-chloro-5-(trifluoromethyl)pyrimidin-2-yl]amino]-3-m ethyl- phenyl] sulfanyl-7-azaspiro[3.5]nonane-7-carboxylate (3.00 g, 5.52 mmol) in DCM (30 mL) was added m- CPBA (3.36 g, 16.6 mmol, 85% solution) at 0 °C, then the mixture was stirred at 25 °C for 4 hrs. On completion, the mixture was quenched with saturated Na SCL (30 mL) and saturated Na2COs (30 mL) at 0 °C, diluted with water (150 mL) and extracted with DCM (3 X 100 mL). The combined organic layer was anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the residue. The residue was purified by column chromatography (SiO ₂ , PE: EA=10: 1 to 5: 1) to give the title compound (2.00 g, 63% yield) as a white solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 1.37 (s, 9H), 1.41 - 1.46 (m, 2H), 1.4 - 1.53 (m, 2H), 1.92 - 2.04 (m, 2H), 2.06 - 2.15 (m, 2H), 2.34 (s, 3H), 3.1 - 3.28 (m, 4H), 4.15 (m, 1H), 7.66 - 7.77 (m, 3H), 8.76 (s, 1H), 10.33 (s, 1H). LC-MS (ES1 ⁺ ) m/z 554.2 (M+H) ⁺ .

Synthesis of Tert-butyl 2-[4-[[4-[(3S)-3-hydroxy-3-methyl-l-piperidyl]-5-(trifluorom ethyl)pyrimidin-

2-yl]amino]-3-methyl-phenyl]sulfonyl-7-azaspiro[3.5]nonan e-7-carboxylate (Intermediate NL) and tert-butyl 2-[4-[[4-[(3R)-3-hydroxy-3-methyl-l-piperidyl]-5-(trifluorom ethyl)pyrimidin-2-yl]amino]-

3-methyl-phenyl]sulfonyl-7-azaspiro[3.5]nonane-7-carboxyl ate (Intermediate NM)

Step 1 - Tert-butyl 2-[4-[[4-[3-3-hydroxy-3-methyl-l-piperidyl]-5-(trifluorometh yl)pyrimidin-2-yl]amino]- 3-methyl-phenyl]sulfonyl-7-azaspiro[3.5]nonane-7-carboxylate

[1526] To a solution of tert-butyl 2-[4-[[4-chloro-5-(trifhioromethyl)pyrimidin-2-yl]amino]-3-m ethyl- phenyl]sulfonyl-7-azaspiro[3.5]nonane-7-carboxylate (500 mg, 869 pmol, Intermediate NK) and 3- methylpiperidin-3-ol (120 mg, 1.04 mmol, CAS# 473730-88-0) in DMF (5 mL) was added DIEA (1.74 mmol, 303 pL). Then the mixture was stirred at 25 °C for 2 hrs. On completion, the mixture was diluted with EA (20 mL) and water (60 mL), then extracted with EA (3 X 20 mL). The combined organic layer was dried over anhydrous Na ₂ SO ₄ , fdtered and concentrated in vacuo to give the residue. The residue was purified by column chromagraphy (SiO ₂ , PE: EA=1: 1 to 1 : 5) to give the title compound (500 mg, 90% yield) as a white solid. ¹ H NMR (400 MHz, DMSO-c#>) δ 1.04 (s, 3H), 1.13 - 1.26 (m, 1H), 1.37 (s, 9H), 1.40 - 1.43 (m, 2H), 1.47 - 1.50 (m, 2H), 1.54 - 1.58 (m, 2H), 1.78 (m, 1H), 1.93 - 1.99 (m, 3H), 2.06 - 2.11 (m, 2H), 2.35 (s, 3H), 3.17 - 3.23 (m, 4H), 3.26 (s, 1H), 3.30 (s, 1H) 3.39 - 3.43 (m, 1H), 3.56 - 3.68 (m, 1H) 4.03 - 4.12 (m, 1H), 4.46 (s, 1H), 7.62 (m, 1H), 7.67 (s, 1H), 7.97 (d, J = 8.8 Hz, 1H), 8.36 (s, 1H), 9.11 (s, 1H). LC-MS (ESI ⁺ ) m/z 654.3 (M+H) ⁺ .

Step 2 - Tert-butyl 2-[4-[[4-[(3S)-3-hydroxy-3-methyl-l-piperidyl]-5-(trifluorom ethyl)pyrimidin-2- yl]amino]-3-methyl-phenyl]sulfonyl-7-azaspiro[3.5]nonane-7-c arboxylate and tert-butyl 2-[4-[[4-[(3R)-3- hydroxy- 3 -methyl- 1 -piperidyl] - 5 - (trifhioromethyl)pyrimidin-2-yl] amino] -3 -methyl-phenyl] sulfony 1-7 - azaspiro [3.5 ]nonane- 7 -carboxylate

[1527] Tert-butyl 2- [4- [ [4- [3 -3 -hydroxy-3 -methyl- 1 -piperidyl]-5-(trifluoromethyl)pyrimidin-2- yl]amino]-3-methyl-phenyl]sulfonyl-7-azaspiro[3.5]nonane-7-c arboxylate was separated by SFC (column: DAICEL CHIRALPAK IC(250mm*30mm,10um);mobile phase: [CO2-ACN/MeOH(0.1% NH3H ₂ O)];B%:45%, isocratic elution mode) to give tert-butyl 2-[4-[[4-[(3S)-3-hydroxy-3-methyl-l- piperidyl]-5-(trifluoromethyl)pyrimidin-2-yl]amino]-3-methyl -phenyl]sulfonyl-7-azaspiro[3.5]nonane-7- carboxylate (100 mg, 18% yield, ¹ H NMR (400 MHz, DMSO-de) δ 1.04 (s, 3H), 1.19 - 1.27 (m, 1H), 1.37 (s, 9H), 1.41 (d, J= 5.4 Hz, 2H), 1.48 (d, J = 4.8 Hz, 2H), 1.54 - 1.58 (m, 2H), 1.79 (m, 1H), 1.90 - 1.98 (m, 2H), 2.06 - 2.11 (m, 2H), 2.35 (s, 3H), 3.18 - 3.23 (m, 4H), 3.26 (s, 1H), 3.30 (s, 1H), 3.39 - 3.43 (m, 1H), 3.58 - 3.65 (m, 1H), 4.04 - 4.11 (m, 1H), 4.46 (s, 1H), 7.62 (m, 1H), 7.67 (s, 1H), 7.97 (d, J= 8.8 Hz, 1H), 8.36 (s, 1H), 9.11 (s, 1H)) and tert-butyl 2-[4-[[4-[(3R)-3-hydroxy-3-methyl-l-piperidyl]-5- (trifluoromethyl)pyrimidin-2-yl]amino]-3-methyl-phenyl]sulfo nyl-7-azaspiro[3.5]nonane-7-carboxylate (100 mg, 18% yield, ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 1.04 (s, 3H), 1.37 (s, 9H), 1.40 - 1.43 (m, 2H), 1.47 - 1.50 (m, 2H), 1.54 - 1.59 (m, 2H), 1.78 (m, 1H), 1.92 - 2.02 (m, 2H), 2.04 - 2.13(m, 2H), 2.35 (s, 3H), 3.16 - 3.24 (m, 4H), 3.26 (s, 1H), 3.30 (s, 1H), 3.37 - 3.46 (m, 2H), 3.56 - 3.68 (m, 1H), 4.05 - 4.15 (m, 1H), 4.46 (s, 1H), 7.58 - 7.73 (m, 2H), 7.97 (d, J= 8.4 Hz, 1H), 8.36 (s, 1H), 9.11 (s, 1H)) as white solids. LC-MS (ESI ⁺ ) m/z 654.4 (M+H) ⁺ for both isomers. Absolute stereochemistry of the enantiomers was assigned arbitrarily.

Synthesis of (3R)-l-[2-[4-(7-azaspiro[3.5]nonan-2-ylsulfonyl)-2-methyl-an ilino]-5-

(trifluoromethyl)pyrimidin-4-yl]-3-methyl-piperidin-3-ol (Intermediate NN)

[1528] To a solution of tert-butyl 2-[4-[[4-[(3R)-3-hydroxy-3-methyl-l-piperidyl]-5- (trifluoromethyl)pyrimidin-2-yl]amino]-3-methyl-phenyl]sulfo nyl-7-azaspiro[3.5]nonane-7-carboxylate (100 mg, 153 pmol, Intermediate NM) in DCM (5.00 mL) was addedTFA (13.5 mmol, 1.00 mL). Then the mixture was stirred at 25 °C for 1 hr. On completion, the mixture was concentrated in vacuo to give the title compound (100 mg, 98% yield, TFA) as a yellow solid. LC-MS (ESI ⁺ ) m/z 554.2 (M+H) ⁺ .

[1529] (3S)-l-[2-[4-(7-azaspiro[3.5]nonan-2-ylsulfonyl)-2-methyl-an ilino]-5- (trifluoromethyl)pyrimidin-4-yl]-3-methyl-piperidin-3-ol (Intermediate NO)

[1530] To a solution of tert-butyl2-[4-[[4-[(3S)-3-hydroxy-3-methyl-l-piperidyl]-5- (trifluoromethyl)pyrimidin-2-yl]amino]-3-methyl-phenyl]sulfo nyl-7-azaspiro[3.5]nonane-7-carboxylate (100 mg, 153 pmol, Intermediate NL) in DCM (1 mL) was added TFA (153 pmol, 11.4 pL). Then the mixture was stirred at 25 °C for 0.5 hr. On completion, the mixture was concentrated in vacuo to give the title compound (101 mg, 98% yield) as a yellow solid. LC-MS (ESI ⁺ ) m/z 554.2 (M+H) ⁺ .

[1531] Ethyl l-(4-chloro-2-methylsulfonyl-pyrimidin-5-yl)cyclopropanecarb oxylate (Intermediate NP)

Step 1 - Ethyl l-(4-chloro-2-methylsulfanyl-pyrimidin-5-yl)cyclopropanecarb oxylate

[1532] To a solution of NaH (20.2 g, 506 mmol, 60% dispersion in mineral oil) in DMF (800 mL) added a solution of ethyl 2-(4-chloro-2-methylsulfanyl-pyrimidin-5-yl)acetate (50.0 g, 202 mmol, CAS# 61727- 34-2) and 1,2-dibromoethane (57. 1 g, 304 mmol, 22.9 mL) in DMF (800 mL) at 0 °C. The reaction mixture was stirred at 25 °C for 5 hr. On completion, the mixture was quenched with water (500 mL), then the mixture was extracted with EA (3 X 700 mL). The combined organic layer was dried over NazSOzi, filtered and filtrate was concentrated in vacuo. The residue was purified by column chromatography to give the title compound (34.0 g, 30% yield) as white solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 8.62 (s, 1H), 4.12 - 3.93 (m, 2H), 2.53 (s, 3H), 1.58 (d, J= 3.2 Hz, 211), 1.39 - 1.32 (m, 2H), 1.10 (t, J = 7.2 Hz, 3H).

Step 2 - Ethyl l-(4-chloro-2-methylsulfonyl-pyrimidin-5-yl)cyclopropanecarb oxylate

[1533] To a solution of ethyl l-(4-chloro-2-methylsulfanyl-pyrimidin-5-yl)cyclopropanecarb oxylate (17.0 g, 62.3 mmol) in DCM (300 mL) was added m-CPBA (50.6 g, 249 mmol, 85% solution) at 0 °C. The reaction mixture was stirred at 25 °C for 2 hrs. On completion, the reaction mixture was quenched by saturated NazSzOz (50 mL) and saturated NaHCOs (50 mL) and diluted with water (100 mL), then the residue was extracted with DCM (3 X 200 mL). The combined organic layer was dried over Na ₂ SO ₄ , filtered and filtrate was concentrated in vacuo. The residue was purified by column chromatography to give the title compound (35.0 g, 92% yield) as white solid. ‘HNMR (400 MHz, DMSO-de) δ 9.10 (s, 1H), 4.08 (q, J = 7.2 Hz, 2H), 3.46 (s, 3H), 1.69 - 1.64 (m, 2H), 1.53 - 1.47 (m, 2H), 1.11 (t, J= 7.2 Hz, 3H); LC-MS (ESI ⁺ ) m/z 305.0 (M + H) ⁺ .

Synthesis of 2 ^† -[4-(7-Azaspiro[3.5]nonan-2-ylsulfonyl)-2-methyl-anili no]-7 ^† -[(lR,3R)-3- hydroxycyclohex yl]spiro[cydopropane-l,5 ^† -pyrrolo[2,3-d]pyrimidine]-6 ^† -one (Intermediate NQ)

Step 1 - Tert-butyl 2-[4-[[4-chloro-5-(l-ethoxycarbonylcyclopropyl)pyrimidin-2-y l]amino]-3-methyl- phenyl] sulfonyl- 7 - azaspiro [3.5 ]nonane-7-carboxylate

[1534] To a solution of tert-butyl 2-(4-amino-3-methyl-phenyl)sulfonyl-7-azaspiro[3.5]nonane-7- carboxylate (6.47 g, 16.4 mmol, Intermediate PF) in DMF (50 mL) was added t-BuOK (3.68 g, 32.8 mmol) at 0 °C, then ethyl l-(4-chloro-2-methylsulfonyl-pyrimidin-5-yl)cyclopropanecarb oxylate (5.00 g, 16,4 mmol, Intermediate NP) was added. The mixture then was stirred at 0 °C for 2 hrs. On completion, the residue was diluted with water (50 mL), then the residue was extracted with EA (3 X 60 mL). The combined organic layer was dried over Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. The residue was purified by column chromatography and the residue was purified by reverse phase (0. 1 % FA condition) to give the title compound (2.90 g, 28% yield) as white solid. ¹ H NMR (400 MHz, DMSO-t/g) δ 9.55 (s, 1H), 8.40 (s, 1H), 7.85 (d, J= 8.4 Hz, 1H), 7.72 - 7.62 (m, 2H), 4.15 - 4.08 (m, 1H), 4.07 - 4.02 (m, 2H), 3.25 - 3.17 (m, 4H), 2.35 (s, 3H), 2.13 - 2.06 (m, 2H), 2.00 - 1.94 (m, 2H), 1.56 (d, J= 3.2 Hz, 2H), 1.51 - 1.47 (m, 2H), 1.45 - 1.41 (m, 2H), 1.37 (s, 9H), 1.30 (d, J = 2.8 Hz, 2H), 1.11 (t,J = 7.2 Hz, 3H); LC-MS (ESI ⁺ ) m/z 563.1 (M + H) ⁺ .

Step 2 - Tert-butyl 2-[4-[[5-(l-ethoxycarbonylcyclopropyl)-4-[[(lR,3R)-3- hydroxycyclohexyl]amino]pyrimidin-2-yl]amino]-3-methyl-pheny l]sulfonyl-7-azaspiro[3.5]nonane-7- carboxylate

[1535] To a mixture of tert-butyl 2-[4-[[4-chloro-5-( l-ethoxycarbonylcyclopropyl)pyrimidin-2-yl]arnino]- 3-methyl-pbenyl]sulfonyl-7-azaspiro[3.5]nonane-7-carboxylate (1.00 g, 1.62 mmol) and (lR,3R)-3- aminocyclohexanol;hydrochloride (1.22 g, 6.46 mmol, HO, CAS# 1817645-57-0) in dioxane (10 mL) was added CS2CO3 (2.10 g, 6.46 mmol) and l,3-bis[2,6-bis(l-propylbutyl)phenyl]-4,5-dichloro-2H-imidaz ol-l- ium-2-ide;3-chloropyridine; dichloropalladium (314 mg, 323 nmol). Then the mixture was stirred at 100 °C for 12 hrs. On completion, the residue was diluted with water ( 10 mL), then the mixture was extracted with EA (3 X 15 mL). The residue was purified by reverse phase (0.1 % FA condition) to give the title compound (500 mg, 42% yield) as white solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 9.00 (s, 1H), 8.33 (d, J = 8.4 Hz, 1H), 7.87 (s, 1H), 7.67 - 7.58 (m, 2H), 6.97 (s, 1H), 4.54 - 4.41 (m, 2H), 4.06 - 4.00 (m, 4H), 3.20 (s, 4H),

2.40 (s, 3H), 2.09 - 2.04 (m, 2H), 1.97 - 1.90 (m, 2H), 1.76 - 1.65 (m, 4H), 1.64 - 1.56 (m, 2H), 1.53 (s, 2H), 1.48 (s, 4H), 1.42 (s, 4H), 1.37 (s, 9H), 1.11 (t, J= 7.2 Hz, 3H); LC-MS (ESI+) m/z 698.2 (M + H) ⁺ .

Step 3 - Tert-butyl 2-[4-[[7 ^† -[(lR,3R)-3-hydroxycyclohexyl]-6 ^† -oxo-spiro[cyclopropane-l,5 ^† -pyrrolo [2,3- d]pyrimidine]-2 ^† -yl]amino]-3-methyl-phenyl]sulfonyl-7-azaspiro[3.5]non ane-7-carboxylate

[1536] To a solution of tert-butyl 2-[4-[[5-(l-ethoxycarbonylcyclopropyl)-4-[[(lR,3R)-3- hydroxycyclohexyl]amino]pyrimidin-2-yl]amino]-3-methyl-pheny l]sulfonyl-7-azaspiro[3.5]nonane-7- carboxylate (500 mg, 716 pmol) in THF (5 mL) was added NaH (57.3 mg, 1.43 mmol, 60% dispersion in mineral oil) at 0 °C, then the mixture was stirred at 70 °C for 0.5 hr. On completion, the reaction mixture was quenched with water (0.5 mL) and the residue was diluted with water (5 mL), then the residue was extracted with EA (3 X 10 mL). The combined organic layer was dried over Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. The residue was purified by column chromatography to give the title compound (170 mg, 36% yield) as white solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 8.92 (s, 1H), 7.99 (d, ./ - 8.4 Hz, 1H), 7.94 (s, 1H), 7.66 (d, J= 1.6 Hz, 1H), 7.60 (dd, J= 2.0, 8.4 Hz, 1H), 4.71 - 4.62 (m, 1H), 4.56 (d, .7 - 2.4 Hz, 1H), 4.12 - 4.06 (m, 2H), 3.24 - 3.17 (m, 4H), 2.42 (s, 1H), 2.36 (s, 3H), 2.16 (dd, J = 2.8, 12.0 Hz, 1H), 2.12 - 2.06 (m, 2H), 1.97 - 1.90 (m, 2H), 1.72 (s, 1H), 1.69 - 1.66 (m, 2H), 1.63 (s, 2H), 1.53 - 1.46 (m, 6H), 1.43 (s, 2H), 1.37 (s, 9H), 1.30 - 1.24 (m, 1H); LC-MS (ESI+) m/z 652.3 (M + H) ⁺ . Step 4 - 2 ^† - [4-(7 -Azaspiro [3.5]nonan-2-ylsulfonyl)-2-methyl-anilino] -T- [( 1 R,3R)-3 -hydroxy cyclohex yl]spiro[cyclopropane- 1 ,5 ^† -pyrrolo[2,3-d]pyrimidine]-6 ^† -one

[1537] To a solution of tert-butyl 2-[4-[[7 ^† -[(lR,3R)-3-hydroxycyclohexyl]-6 ^† -oxo-spiro[cyclopropane- l,5 ^† -pyrrolo[2,3-d]pyrimidine]-2 ^† -yl]amino]-3-methyl-phenyl]sulfonyl-7-azaspiro[3.5]non ane-7- carboxylate (100 mg, 153 pmol) in DCM (1 mL) was added TFA (17.4 mg, 153 pmol, 11.4 pL), then the mixture was stirred at 25 °C for 0.5 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (100 mg, 97% yield, TFA) as yellow oil. LC-MS (ESI ⁺ ) m/z 552.3 (M - 100 + H) ⁺ .

Synthesis of l-[4-[[Tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy]propa n-2-one (Intermediate NR)

Step 1 - 2-[4-[[Tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy]aceti c acid

[1538] To a solution of ethyl 2-[4-[[tertbutyl(diphenyl)silyl]oxymethyl]cyclohexoxy] acetate (5.20 g, 11.4 mmol, synthesized via Steps 1-3 of Intermediate NF) in a mixture of THF (25 mL) and H ₂ O (25 mL) was added LiOH.FbO (719 mg, 17.1 mmol). The mixture was then stirred at 25 °C for 2 hrs. On completion, the reaction mixture was partitioned between H ₂ O (50 mL) and EA (30 mL X 3). The organic phase was separated, washed with brine (20 mL X 2), dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (4.80 g, 98% yield) as a yellow solid. LCMS (ESI ⁺ ) m/z 449.2 (M+Na) ⁺ .

Step 2 - 2-[4-[[Tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy]-N-me thoxy-N-methyl-acetamide

[1539] To a solution of 2-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy]aceti c acid (6.40 g, 15.0 mmol) and A nethoxymethanamine (1.46 g, 15.0 mmol, HC1, CAS# 1117-97-1) in DMF (60 mL) was added DIEA (5.82 g, 45.0 mmol, 7.84 mL) and HATU (7.42 g, 19.5 mmol). The mixture was then stirred at 25 °C for 1 hr. On completion, the reaction mixture was partitioned between H ₂ O (150 mL) and EA (50 mL X 3). The organic phase was separated, washed with brine (30 mL X 2), dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate = 10/1 to 5/1) to give the title compound (7.00 g, 99% yield) as a yellow oil. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 7.59 (dd, J = 1.6, 7.6 Hz, 4H), 7.46 - 7.42 (m, 6H), 4.22 (s, 2H), 3.65 (s, 3H), 3.45 (d, J= 6.0 Hz, 2H), 3.26 - 3.20 (m, 1H), 3.07 (s, 3H), 2.02 (d, J= 9.6 Hz, 2H), 1.76 (d, = 11.6 Hz, 2H), 1.50 - 1.43 (m, 1H), 1.13 (d, J = 12.8 Hz, 2H), 0.99 (s, 9H), 0.94 (d, J = 2.0 Hz, 2H). LCMS (ESI ⁺ ) m/z 470.6 (M+H) ⁺ .

Step 3 - l-[4-[[Tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy]propa n-2-one

[1540] To a solution of 2- [4- [[tert-butyl(diphenyl)silyl] oxymethyl] cyclohexoxy] -A-methoxy- A-mcthyl- acetamide (3.00 g, 6.39 mmol) in THF (30 mL) was degassed and purged with N2 3 times. Then MeMgBr (3 M, 6.39 mL) was added at 0 °C, and the mixture was stirred at 25 °C for 2 hrs under N2 atmosphere. On completion, the reaction mixture was quenched by addition of NH4CI (30 mL) at 0 °C, and then extracted with EA (30 mL X 3). The combined organic layers were washed with brine (20 mL X 2), dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate = 100/1 to 10/1) to give the title compound (2.40 g, 88% yield) as a white solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 7.62 - 7.57 (m, 4H), 7.47 - 7.40 (m, 6H), 4.09 (s, 2H), 3.45 (d, J= 6.0 Hz, 2H), 3.22 - 3.13 (m, 1H), 2.03 (s, 3H), 2.02 - 1.96 (m, 2H), 1.80 - 1.72 (m, 2H), 1.52 - 1.42 (m, 1H), 1.19 - 1.09 (m, 2H), 0.99 (s, 9H), 0.98 - 0.90 (m, 2H). LCMS (ESI ⁺ ) m/z 447.2 (M+Na) ⁺ .

Synthesis of (2R)-1- [4- [ [tert-butyl(dip he nyl) silyl ] oxymethyl] cyclohexoxy] -N- [ (4- methoxyphenyl)methyl] propan-2-amine (Intermediate NS) and (2S)-l-[4-[[tert- butyl(diphenyl)silyl]oxymethyl]cyclohexoxy]-N-[(4- methoxyphenyl)methyl]propan-2-amine (Intermediate

[1541] To a solution of l-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy]propa n-2-one (2.5 g, 5.89 mmol, Intermediate NR) and PMBNH ₂ (969 mg, 7.06 mmol) in THF (30 mL) was added HOAc (707 mg, 11.7 mmol) and NaBH(OAc)3 (1.62 g, 7.65 mmol). The mixture was then stirred at 25 °C for 2 hrs. On completion, the mixture was quenched with H ₂ O (5 ml) and concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , DCM: MeOH = 10: 1) to give racemic compound. Then racemate was separated by SFC (column: DAI CEL CHIRALPAK AS (250 mm * 50 mm, 10 um); mobile phase: [CO2- iPrOH (0d%NH3H ₂ O)]; B%:40%, isocratic elution mode) to give (2R)-l-[4-[[tert- butyl(diphenyl)silyl]oxymethyl]cyclohexoxy]-N-[(4-methoxyphe nyl)methyl] propan-2-amine (1 g, 31% yield, peak 2, HNMR (EC9037-244-PK2): ¹ H NMR (400 MHz, CDCk) δ 7.58 (d, 7 = 6.4 Hz, 4H), 7.38 - 7.27 (m, 6H), 7.21 - 7.18 (m, 2H), 6.79 (d, J= 8.4 Hz, 2H), 3.78 (d,7 = 12.8 Hz, 1H), 3.72 (s, 3H), 3.63 (d, ./ - 12.8 Hz, 1H), 3.41 - 3.35 (m, 3H), 3.29 (d, J = 8.0 Hz, 1H), 3.07 (t, J = 4.0 Hz, 1H), 2.91 - 2.80 (m, 1H), 1.95 (d, .7 - 5.2 Hz, 2H), 1.75 (d, 7 = 11.2 Hz, 2H), 1.46 - 1.37 (m, 1H), 1.24 - 1.17 (m, 1H), 1.13 - 1.05 (m, 2H), 1.01 I'd, ./ - 6.4 Hz, 3H), 0.97 (s, 9H), 0.95 - 0.81 (m, 2H)) as yellow oil and (2S)-l-[4-[[tert- butyl(diphenyl)silyl]oxymethyl]cyclohexoxy]-N-[(4-methoxyphe nyl)methyl] propan-2-amine (1 g, 31% yield, peak 1, HNMR (EC9037-244-PK1): ¹ H NMR (400 MHz, CDCk) δ 7.68 - 7.62 (m, 4H), 7.45 - 7.35 (m, 6H), 7.30 (d, 7 = 8.4 Hz, 2H), 6.88 (d, 7 = 8.4 Hz, 2H), 3.96 (d, 7 = 12.8 Hz, 1H), 3.84 - 3.79 (m, 3H), 3.79 - 3.74 (m, 1H), 3.50 (d, 7 - 4.0 Hz, 1H), 3.45 (d, 7 = 6.0 Hz, 2H), 3.42 (s, 1H), 3.21 - 3.12 (m, 1H), 3.01 Id, J - 4.8 Hz, 1H), 2.04 - 1.98 (m, 2H), 1.88 - 1.78 (m, 2H), 1.51-1.48 (m, 1H), 1.22 (d, 7 - 6.0 Hz, 2H), 1,18 (d, <7= 3.0 Hz, 1H), 1.15 (d, 7 = 6.4 Hz, 3H), 1.05 (s, 9H), 0.98 (d, 7 = 14.4 Hz, 2H)) as yellow oil. The absolute stereochemistry of the diastereomers was confirmed by reference comparison.

[1542] Tert-butyl N-[(lR)-2-(4-formylcyclohexoxy)-l-methyl (Intermediate NU)

Step 1 - (2R)-l-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy] propan-2-amine

[1543] To a solution of (2R)-l-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy] -N-[(4- methoxyphenyl) methyl]propan-2-amine (1 g, 1.83 mmol, Intermediate NS) in THF (20 mL) was added Pd/C (500 mg, 469 pmol, 10 wt%) and Pd(OH) ₂ /C (500 mg, 1.83 mmol, 10 wt%) under N2. The suspension was degassed under vacuum and purged with H2 several times. The mixture was then stirred under H2 (50 psi) at 50 °C for 48 hrs. On completion, the mixture was concentrated in vacuo to give the title compound (500 mg, 64% yield) as brown oil. LC-MS (ESI ⁺ ) m/z 426.2 (M+H) ⁺ .

Step 2 - Tert-butyl N-[(lR)-2-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexo xy]-l-methyl-ethyl] carbamate

[1544] To a solution of (2R)-l-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy] propan-2-amine (500 mg, 1.17 mmol) and TEA (237 mg, 2.35 mmol) in DCM (10 mL) was added BOC2O (384 mg, 1.76 mmol). The reaction mixture was then stirred at 25 °C for 1.5 hrs. On completion, the mixture was diluted with DCM (10 mL) and washed with water (10 mL). The organic layer was dried over Na ₂ SO ₄ , filtered and the filtrate was concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate=l/O to 20/1) to give the title compound (290 mg, 46% yield) as colorless oil. ¹ H NMR (400 MHz, DMSO-*) 6 7.65 - 7.56 (m, 4H), 7.46 - 7.37 (m, 6H), 6.63 - 6.55 (m, 1H), 3.65 - 3.59 (m, 1H), 3.55 - 3.50 (m, 1H), 3.45 (d, J = 6.0 Hz, 2H), 3.30 (s, 1H), 3.20 - 3.13 (m, 2H), 1.96 (d, J = 13.6 Hz, 2H), 1.78 - 1.71 (m, 2H), 1.52 - 1.49 (m, 2H), 1.37 (s, 9H), 1.24 - 1.20 (m, 2H), 1.00 - 0.97 (m, 12H).

Step 3 - Tert-butyl N-[(lR)-2-[4-(hydroxymethyl)cyclohexoxy]-l-methyl-ethyl]carb amate

[1545] To a solution of tert-butyl N-[(lR)-2-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexo xy]-l- methyl-ethyl]carbamate (290 mg, 551 pmol) in THF (4 mL) was added TBAF (1 M, 827 pL). The reaction mixture was stirred at 25 °C for 7 hrs. On completion, the mixture was concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate=10/l to 1/1) to give the title compound (90 mg, 56% yield) as colorless oil. ¹ H NMR (400 MHz, DMSO-fi^) δ 7.65 - 7.56 (m, 4H), 7.46 - 7.37 (m, 6H), 6.63 - 6,55 (m, 1H), 3.65 - 3.59 (m, 1H), 3.55 - 3.50 (m, 1H), 3.45 (d, J= 6.0 Hz, 2H), 3.30 (s, 1H), 3.20 - 3.13 (m, 2H), 1.96 (d, J = 13.6 Hz, 2H), 1.78 - 1.71 (m, 2H), 1.52 - 1.49 (m, 2H), 1.37 (s, 9H), 1.24 - 1.20 (m, 2H), 1.00 - 0.97 (m, 12H).

Step 4 - Tert-butyl N-[(lR)-2-(4-formylcyclohexoxy)-l-methyl-ethyl]carbamate

[1546] To a solution of tert-butyl N-[(lR)-2-[4-(hydroxymethyl)cyclohexoxy]-l-methyl-ethyl]carb amate (90.0 mg, 313 pmol) in DCM (2 mL) was added DMP (199 mg, 469 pmol). The reaction mixture was then stirred at 25 °C for 3 hrs. On completion, the mixture was quenched by Na ₂ S ₂ O ₃ (2 mL) and NaHCO3 (2 mL). Then, the mixture was diluted with DCM (20 mL), washed with NaHCXL aqueous (15 mL) and water (15 mL X 2). The organic layer was dried over Na ₂ SO ₄ , filtered and the filtrate was concentrated in vacuo to give the title compound (67 mg, 74% yield) as colorless oil. LC-MS (ESI ⁺ ) m/z 286.3 (M+H) ⁺ .

Synthesis of 3-(4-fluoro-3-methyl-2-oxo-5-piperazin-l-yl-benzimidazol-l-y l)piperidine-2, 6-dione (Intermediate NV)

Step 1 - Tert-butyl 4-[4-fluoro-l-[l-[(4-methoxyphenyl)methyl]-2,6-dioxo-3-piper idyl]-3-methyl-2-oxo- benzimidazol-5-yl]piperazine- 1 -carboxylate

To a solution of 3-(5-bromo-4-fluoro-3-methyl-2-oxo-benzimidazol-l-yl)-l-[(4- methoxyphenyl)methyl] piperidine-2, 6-dione (1 g, 2.10 mmol, synthesized via Steps 1-4 of Intermediate MU) and tert-butyl piperazine- 1 -carboxylate (469 mg, 2.52 mmol, CAS# 143238-38-4) in dioxane (15 mL) was added 1,3- bis[2,6-bis(l -propylbutyl) phenyl] -4,5- dichloro -2H- imidazole -1- ium -2- ide; 3 -chloropyridine; dichloropalladium (204 mg, 209 umol) and CS2CO3 (1.37 g, 4.20 mmol). The mixture was then stirred at 100 °C under N2 for 3 hrs. On completion, the mixture was filtered and diluted with H ₂ O (40 mL) and extracted with EA (40 mL X 3). The combined organic layers were dried over Na ₂ SO ₄ , filtered and concentrated under reduced pressure. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate- 10/1 to 2/1) to give the title compound (1.0 g, 82% yield) as brown solid. LC-MS (ESI ⁺ ) m/z 582.6 (M+H) ⁺ .

Step 2 - 3-(4-fluoro-3-methyl-2-oxo-5-piperazin-l-yl-benzimidazol-l-y l)piperidine-2, 6-dione

[1547] To a solution of tert-butyl 4-[4-fluoro-l-[l-[(4-methoxyphenyl) methyl] -2,6- dioxo -3- piperidyl] -3- methyl-2-oxo-benzimidazol-5-yl] piperazine- 1-carboxylate (0.35 g, 601 umol) in TFA (4 mL) was added TfOH (1 mL). The mixture was then stirred at 70 °C for 1 hr. On completion, the mixture was concentrated in vacuo to give the title compound (200 mg, 92% yield) as yellow oil. LC-MS (ESI ⁺ ) m/z 362.1 (M+H) ⁺ .

Synthesis of 3-[5-[4-[[4-[(2R)-2-aniinopropoxy]cyclohexyl]methyl]piperazi n-l-yl]-4-fhioro-3-methyl

-2-oxo-benzimidazol-l-yl]piperidine-2, 6-dione (Intermediate NW)

Step 1 - Tert-butyl N-[(lR)-2-[4-[[4-[l-(2,6-dioxo-3-piperidyl)-4-fluoro-3-methy l-2-oxo-benzimidazol-5- yl]piperazin- 1 -yl]methyl]cyclohexoxy]- l-methyl-ethyl]carbamate

[1548] To a solution of 3-(4-fluoro-3-methyl-2-oxo-5-piperazin-l-yl-benzimidazol-l-y l)piperidine-2,6- dione (160 mg, 336 pmol, TFA, Intermediate NV) in THF (1 mL) was added TEA (23.7 mg, 234 pmol) until the pH=8 and the mixture was stirred for 0. 1 hr, Then, to the above mixture was added HOAc (28.20 mg, 469.55 pmol) and tert-butyl N-[(lR)-2-(4-formylcyclohexoxy)-l-methyl-ethyl]carbamate (67.00 mg, 234 pmol, Intermediate NU) at 0 °C and then mixture was stirred for 0.5 hr. Next, NaBH(OAc)3 (99.5 mg, 469 pmol) was added at 0 °C, and the mixture was stirred at 0 °C for 0.5 hr. On completion, the mixture was quenched by H ₂ O (0.05 mL) and concentrated in vacuo. The residue was purified by prep-HPLC (column: Welch ultimate C18 150 * 25mm * 7 um; mobile phase: [water (FA) - ACN]; gradient: 11% - 41% B over lOmin) to give the title compound (35 mg, 23% yield) as white solid. ^† H NMR (400 MHz, CDCl ₃ ) 5 8.12 (d, J = 1.6 Hz, 1H), 6.71 (t, J = 8.0 Hz, 1H), 6.51 (d, J = 8.4 Hz, 1H), 5.17 (dd, J= 5.2, 12.8 Hz, 1H), 4.69 (dd, J= 2.0, 3.6 Hz, 1H), 3.78 (dd, J= 3.2, 6.4 Hz, 1H), 3.61 (d, J= 1.6 Hz, 3H), 3.46 - 3.37 (m, 2H), 3.24 (s, 4H), 3.00 - 2.85 (m, 5H), 2.83 - 2.66 (m, 2H), 2.51 (s, 2H), 2.32 - 2.19 (m, 2H), 2.07 (d, J = 9.6 Hz, 2H), 1.97 - 1.94 (m, 2H), 1.70 - 1.63 (m, 1H), 1.45 (s, 9H), 1.23 (d, J = 12.0 Hz, 2H), 1.16 (d, J = 6.4 Hz, 3H), 1.09 - 1.01 (m, 2H). Step 2 - 3-[5-[4-[[4-[(2R)-2-aminopropoxy]cyclohexyl]methyl]piperazin -l-yl]-4-fluoro-3-methyl-2-oxo- benzimidazol- 1 -yl]piperidine-2, 6-dione

[1549] A mixture of tert-butyl N-[(lR)-2-[4-[[4-[l-(2,6-dioxo-3-piperidyl)-4-fluoro-3-methy l-2-oxo- benzimidazol-5-yl]piperazin-l-yl]methyl]cyclohexoxy]-l-methy l-ethyl]carbamate (35 mg, 55.4 pmol) in TFA(0.2 mL) and DCM (l mL) was stirred at 25 °C for 0.5 hr. On completion, the mixture was concentrated in vacuo to give the title compound (35 mg, 97% yield, TFA) as brown oil. LC-MS (ESP) m/z 531.3 (M+H) ⁺ .

Synthesis of 4-[[4-(3-Hydroxy-3-methyl-l-piperidyl)-5-(trifluoromethyl)py rimidin-2-yl]amino]-3- methyl-benzenesulfonyl chloride (Intermediate NX)

Step 1 - l-[2-(4-benzylsulfanyl-2-methyl-anilino)-5-(trifluoromethyl) pyrimidin-4-yl]-3-methyl -piperidin- 3-ol

[1550] To a solution of 3-methylpiperidin-3-ol (168 mg, 1.46 mmol, CAS# 473730-88-0) and DIEA (473 mg, 3.66 mmol, 637 pL) in DMF (7 mL) was added N-(4-benzylsulfanyl-2-methyl-phenyl)-4-chloro-5- (trifluoromethyl) pyrimidin-2-amine (500 mg, 1.22 mmol, Intermediate EA). The reaction was stirred at 25 °C for 2 hrs. On completion, the reaction was diluted with EA (40 mL). The organic layer was washed with water (40 mL X 2), dried over Na ₂ SO ₄ and concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate=5/l to 3/1) to give the title compound (590 mg, 98% yield) as red solid. ¹ H NMR (400 MHz, CDCl ₃ ) δ 8.31 (s, 1H), 7.66 (d, J = 8.4 Hz, 1H), 7.31 - 7.29 (m, 3H), 7.26 - 7.18 (m, 3H), 7.01 - 6.85 (m, 1H), 4.10 (s, 1H), 4.02 (d, J= 13.6 Hz, 1H), 3.88 (d, J = 12.8 Hz, 1H), 3.18 - 3.08 (m, 1H), 2.97 (d, = 13.6 Hz, 1H), 2.88 - 2.74 (m, 1H), 2.25 (s, 3H), 1.93 - 1.84 (m, 1H), 1.77 ( d, J = 13.6 Hz, 2H), 1.64 - 1.45 (m, 3H), 1.17 (s, 3H); LC-MS (ESI ⁺ ) m/z 489.5 (M+H) ⁺ .

Step 2 - 4-[[4-(3-hydroxy-3-methyl-l-piperidyl)-5-(trifluoromethyl)py rimidin-2-yl]amino]-3-methyl - benzenesulfonyl chloride

[1551] To a solution of l-[2-(4-benzylsulfanyl-2-methyl-anilino)-5-(trifluoromethyl) pyrimidin-4-yl]-3- methyl-piperidin-3-ol (50 mg, 102 pmol) in ACN (3 mL) and HOAc (0.3 mL) was added NCS (32.8 mg, 245 pmol) and H ₂ O (18.4 pg, 1.02 pmol) in the dark. The reaction was stirred at 25 °C for 0.5 hr. On completion, the reaction was diluted with EA (50 mL). The organic layer was washed with water (50mL X 2), dried over with Na ₂ SO ₄ and concentrated in vacuo to give the title compound (45 mg, 94% yield) as red oil. LC-MS (ESI ⁺ ) m/z 465.1 (M+H) ⁺ .

Synthesis of 3-(3-Methyl-2-oxo-4-piperazin-l-yl-benzimidazol-l-yl)piperid ine-2, 6-dione

(Intermediate NY)

Step 1 - Tert-butyl 4-[l-(2,6-dioxo-3-piperidyl)-3-methyl-2-oxo-benzimidazol-4-y l] piperazine-1- carboxylate

[1552] A solution of 3-(4-bromo-3-methyl-2-oxo-benzimidazol-l-yl)piperidine-2, 6-dione (4.50 g, 13,3 mmol, Intermediate DC), tert-butyl piperazine- 1 -carboxylate (3.22 g, 17.3 mmol, CAS# 143238-38-4), t- BuONa (3.84 g, 39.9 mmol), RuPhos (620 mg, 1.33 mmol) and Pd2(dba)a (243 mg, 266 pmol) in dioxane (45 mL) was stirred at 100 °C for 24 hrs under N2. On completion, the mixture was concentrated in vacuo to give the residue. The residue was purified by column chromatography (SiO ₂ , PE: EA=10: l to 1:4) to give the target product (500 mg, 9% yield) as yellow solid. ¹ H NMR (400 MEIz, DMSO-d ₆ ) δ 11.09 (s, 1 H), 7.01 - 6.95 (m, 1H), 6.94 - 6.89 (m, 2H), 5.75 (s, 1H), 5.36 (dd, J = 5.2, 12.4 Hz, 1H), 3.95 (d, J= 2.4 Hz, 2H), 3.63 (s, 3H), 3.10 - 3.02 (m, 4H), 2.94 - 2.82 (m, 2H), 2.69 (dd, J= 4.4, 12.8 Hz, 2H), 2.64 - 2.59 (m, 1H), 2.05 - 1.91 (m, 1H), 1.43 (s, 9H), 1.22 - 1.15 (m, 1H). LC-MS (ESI ⁺ ) m/z 444.1 (M+H) ⁺ .

Step 2 - 3-(3-Methyl-2-oxo-4-piperazin-l-yl-benzimidazol-l-yl)piperid ine-2, 6-dione

[1553] To a solution of tert-butyl 4-[l-(2,6-dioxo-3-piperidyl)-3-methyl-2-oxo-benzimidazol-4- yl]piperazine- 1 -carboxylate (120 mg, 270 pmol) in DCM (6 mL) was added TLA (1.17 g, 10.3 mmol), then the mixture was stirred at 25 °C for 0.5 hr. On completion, the mixture was concentrated in vacuo to give the title compound (110 mg, 88% yield) as purple solid. LC-MS (ESI ⁺ ) m/z 344.0 (M+H) ⁺ . Synthesis of 3-[4-[4-[[4-[(2R)-2-aminopropoxy]cyclohexyl]methyl]piperazin -l-yl]-3-methyl-2-oxo- benzimidazol-l-yl]piperidine-2, 6-dione (Intermediate NZ)

Step 1 - Tert-butyl N-[(lR)-2-[4-[[4-[l-(2,6-dioxo-3-piperidyl)-3-methyl-2-oxo-b enzimidazol-4- yl]piperazin- 1 -yl]methyl]cyclohexoxy]- l-methyl-ethyl]carbamate

[1554] To a solution of 3-(3-methyl-2-oxo-4-piperazin-l-yl-benzimidazol-l-yl)piperid ine-2, 6-dione (110 mg, 240 pmol, Intermediate NY) in THF (3 mL) was added TEA (24.3 mg, 240 pmol) until 11 8- 10. Then tert-butyl N-[(lR)-2-(4-formylcyclohexoxy)-l-methyl-ethyl]carbamate (130 mg, 455 pmol, Intermediate NU) in DMF (0.2 mL) and HO Ac (14.4 mg, 240 pmol) was added until the pH=4-5, and the mixture was stirred at -10 °C for 0.5 hr. Next, NaBH(OAc)3 (101 mg, 480 pmol) was added, then the mixture was stirred at -10 °C for 0.5 hr. On completion, the mixture was concentrated in vacuo to give the title compound (100 mg, 67% yield) as white solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 11.09 (s, 1H), 8.15 (s, 1H), 7.00 - 6.95 (m, 1H), 6.94 - 6.91 (m, 1H), 6.88 (d, J = 7.2 Hz, 1H), 6.60 (d, J= 8.0 Hz, 1H), 5.35(dd, J = 5.2, 12.8 Hz, 1H), 3.61 (s, 3H), 3.56 - 3.49 (m, 1H), 3.34 (s, 3H), 3.17 (dd, J= 6.8, 9.2 Hz, 2H), 2.94 - 2.81 (m, 6H), 2.69 - 2.63 (m, 3H), 2.14 (d, J= 7.2 Hz, 2H), 1.99 - 1.92 (m, 3H), 1.79 (d, J= 12.0 Hz, 2H), 1.46 (d, J= 4.0 Hz, 1H). LC-MS (ESH) m/z 613.3 (M+H) ⁺ .

Step 2 - 3-[4-[4-[[4-[(2R)-2-aminopropoxy]cyclohexyl]methyl]piperazin -l-yl]-3-methyl-2-oxo- benzimidazol- 1 -yl]piperidine-2, 6-dione

[1555] To a solution of tert-butyl N-[(lR)-2-[4-[[4-[l-(2,6-dioxo-3-piperidyl)-3-methyl-2-oxo- benzimidazol-4-yl]piperazin-l-yl]methyl]cyclohexoxy]-l-methy l-ethyl]carbamate (60.0 mg, 97.9 pmol) in DCM (1 mL) was added TFA (614 mg, 5.39 mmol), then the mixture was stirred at 25 °C for 0.5 hr. On completion, the mixture was concentrated in vacuo to give the title compound (55 mg, 79% yield) as brown oil. LC-MS (ESH) m/z 513.3 (M+H) ⁺ .

Synthesis of 4- [ [4- [(3S)-3-hydroxy-3-methyl-l-piperidyl] -5-(trifluoromethyl)pyriniidin-2-yl] amino] -

3-methyl-benzenesulfonyl chloride (Intermediate OA)

Step 1 - (3S)-l-[2-(4-benzylsulfanyl-2-methyl-anilino)-5-(trifluorome thyl)pyrimidin-4-yl]-3-methyl- piperidin-3-ol

[1556] To a mixture of N-(4-benzylsulfanyl-2-methyl-phenyl)-4-chloro-5-(trifluorome thyl)pyrimidin-2- amine (500 mg, 1.22 mmol, Intermediate EA) and (3S)-3-methylpiperidin-3-ol (140 mg, 1.22 mmol, CAS# 1200132-32-6) in DMF (5 mL) was added D1EA (236 mg, 1.83 mmol). The reaction mixture was then stirred at 25 °C for 3 hrs. On completion, the residue was diluted with water (10 mL), then the residue was extracted with EA (30 mL X 3). The combined organic layers were dried over \hbSO4, filtered and filtrate was concentrated in vacuo. The residue was purified by reverse phase (0.1% FA condition) to give the title compound (100 mg, 16% yield) as white solid. ¹ H NMR (400 MHz, DMSO-dg) δ 8.87 (s, 1H), 8.26 (s, 1H), 7.45 - 7.37 (m, 1H), 7.35 - 7.21 (m, 6H), 7.13 (d, J = 8.8 Hz, 1H), 5.75 (s, 1H), 4.43 (s, 1H), 4.19 (s, 2H), 3.56 - 3.46 (m, 1H), 3.39 - 3.30 (m, 2H), 2.17 (s, 3H), 1.78 - 1.68 (m, 1H), 1.61 - 1.50 (m, 2H), 1.42 (d, J = 2.4 Hz, 1H), 1.02 (s, 3H); LC-MS (ESI ⁺ ) m/z 489.6 (M+H).

Step 2 - 4-[[4-[(3S)-3-hydroxy-3-methyl-l-piperidyl]-5-(trifluorometh yl)pyrimidin-2-yl]amino]-3-methyl- benzenesulfonyl chloride

[1557] To a solution of (3S)-l-[2-(4-benzylsulfanyl-2-methyl-anilino)-5-(trifluorome thyl) pyrimidin-4-yl] -3-methyl-piperidin-3-ol (90.0 mg, 184 pmol) in ACN (1 mL), HOAc (0.1 mL) and H ₂ O (0.01 mL) was added NCS (73.7 mg, 552 pmol) in the dark. The reaction mixture was then stirred at 25 °C for 0.5 hr. On completion, the reaction was quenched with water (5 mL), then the mixture was extracted with EA (10 mL X 3). The combined organic layers were dried over Na2SC>4, filtered and filtrate was concentrated in vacuo to give the title compound (60.0 mg, 70% yield) as white oil. LC-MS (ESE) m/z 465.2 (M+H).

Synthesis of Tert-butyl N- [(1 S)-2- [4- [ [tert-butyl(diphenyl)silyl] oxymethyl] cyclohexoxy] -1-deuterio- l-methyl-ethyl]carbamate (Intermediate OB) and tert-butyl N-[(lR)-2-[4-[[tert- butyl(diphenyl)silyl] oxymethyl] cyclohexoxy]-l-deuterio-l-methyl-ethyl]carbamate (Intermediate OC)

Step 1 - l-[4-[[Tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy]-2-de uterio-propan-2-ol

[1558] To a solution of l-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy]propa n-2-one (3 g, 7.06 mmol, Intermediate NR) in trideuterio(deuteriooxy)methane (20 mL) was added sodium tetradeuterioboranuide (294 mg, 7.77 mmol) at 0 °C. Then the reaction was stirred at 25 °C for 1 hr. On completion, the reaction was quenched with NH4CI/D2O (3 mL) and concentrated in vacuo. The residue was dissolved with EA (70 mL). The organic layer was washed with water (50 mL X 2), dried over Na ₂ SO ₄ and concentrated in vacuo to give the title compound (2.7 g, 89% yield) as colorless oil. ^† HNMR (400 MHz, CDCl ₃ ) δ 7.69 - 7.63 (m, 4H), 7.46 - 7.36 (m, 6H), 3.53 - 3.45 (m, 3H), 3.25 - 3.17 (m, 2H), 2.09 - 2.03 (m, 2H), 1.89 - 1.82 (m, 2H), 1.56-1.47 (m, 1H), 1.27 - 1.19 (m, 2H), 1.14 (s, 3H), 1.06 (s, 9H), 1.04 - 0.94 (m, 2H). Step 2 - [2-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy]-l-d euterio-l-methyl-ethyl] methanesulfonate

[1559] To a solution of l-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy]-2-de uterio-propan-2-ol (2.6 g, 6.08 mmol) and TEA (1.85 g, 18.2 mmol, 2.54 mL) in DCM (30 mL) was added MsCl (1.31 g, 11.4 mmol, 885 pL) at 0 °C. The reaction was then stirred at 25 °C for 1 hr. On completion, the reaction was quenched with water (10 mL) and diluted with DCM (70 mL). The organic layer was washed with water (50 mL X 2), dried over Na ₂ SO ₄ and concentrated in vacuo to give the title compound (2.9 g, 94% yield). ¹ H NMR (400 MHz, CDCl ₃ ) 7.58 (dd, J= 1.6, 8.0 Hz, 4H), 7.38 - 7.28 (m, 6H), 3.50 - 3.43 (m, 2H), 3.39 (d, </= 6.0 Hz, 2H), 3.17-3.10 (m, 1H), 2.99 (s, 3H), 2.01 - 1.93 (m, 2H), 1.80 - 1.72 (m, 2H), 1.47 - 1.38 (m, 1H), 1.31 (s, 3H), 1.19 - 1.09 (m, 2H), 0.97 (s, 9H), 0.96 - 0.86 (m, 2H), LC-MS (ESP) m/z 506.3 (M+H) ⁺

Step 3 - l-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy]-2-de uterio-propan-2-amine

[1560] A solution of [2-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy]-l-d euterio-l -methyl- ethyl] methanesulfonate (1.3 g, 2.57 mmol) in NH3 H ₂ O (18.2 g, 124 mmol, 20 mL, 24% solution) and IPA (30 mL) was stirred under 50 psi at 70 °C for 48 hrs in a 100 mL of sealed tube. On completion, the reaction was concentrated in vacuo. Then the residue was dissolved with DCM (80 mL) and washed with water (50 mL X 2). The organic layer was dried over Na ₂ SO ₄ and concentrated in vacuo to give the title compound (2 g, 91% yield) as yellow oil. LC-MS (ESI ⁺ ) m/z 427.3 (M+H) ⁺ .

Step 4 - Tert-butyl N-[2-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy]-l -deuterio-l-methyl- ethylcarbamate

[1561] To a solution of l-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy]-2-de uterio-propan-2- amine (1.8 g, 4.22 mmol) in DCM (20 mL) was added TEA (853 mg, 8.44 mmol, 1.17 mL) and BOC2O (1.01 g, 4.64 mmol, 1.07 mL). The mixture was then stirred at 20 °C for 1 hr. On completion, the reaction was concentrated in vacuo. The crude product was purified by column chromatography (SiO ₂ , PE: EA=50: 1 to 3: 1, PE: EA=5: 1, Rf = 0.4) to give the title compound (2.8 g) yellow oil. LC-MS (ESP) m/z 427.3 (M- 100+H) ⁺ .

Step 5 - Tert-butyl N-[(lS)-2-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexo xy]-l-deuterio-l-methyl- ethyl]carbamate and tert-butyl N-[(lR)-2-[4-[[tert-butyl(diphenyl)silyl]oxymethyl] cyclohexoxy]- 1- deuterio- 1 -methyl-ethyl]carbamate

[1562] Tert-butyl N- [2- [4- [ [tert-butyl(diphenyl)silyl] oxymethyl] cyclohexoxy] - 1 -deuterio- 1 -methyl- ethyl]carbamate (2.8 g) was separated by SEC (column: DAICEL CH1RALPAK AD(250mm*30mm, 10um);mobile phase: [CO2-i-PrOH(0.1%NH3H ₂ O)];B%:15%, isocratic elution mode) to give tert-butyl N- [( 1 S)-2-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy]- 1-deuterio- 1 -methyl- ethyl] carbamate (600 mg, 22% yield) as yellow oil ( ¹ H NMR (400 MHz, DMSO-c/ ₆ ) δ 7.60 (d, J= 6.4 Hz, 4H), 7.50 - 7.34 (m, 6H), 6.59 (s, 1H), 3.45 (d, J= 5.6 Hz, 2H), 3.30 (s, 1H), 3.20 - 3.08 (m, 2H), 1.96 (d, J= 9.6 Hz, 2H), 1.76 (d, J = 11.6 Hz, 2H), 1.50 - 1.43 (m, 1H), 1.38 (s, 9H), 1.19 - 1.02 (m, 4H), 1.01 - 0.95 (m, 12H), LC- MS (ESE) m/z AT1A (M-100+H) ⁺ ) and tert-butyl-N-[(lR)-2-[4-[[tert- butyl(diphenyl)silyl]oxymethyl]cyclohexoxy]-l-deuterio-l-met hyl- ethylcarbamate (570 mg, 21% yield) as yellow oil ( ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 7.59 (s, 4H), 7.45 (s, 6H), 6.81 - 6.51 (m, 1H), 3.50 - 3.41 (m, 2H), 3.31 - 3.26 (m, 1H), 3.21 - 3.07 (m, 2H), 1.96 (d, J = 10.8 Hz, 2H), 1.83 - 1.69 (m, 2H), 1.52 - 1.45 (m, 1H), 1.38 (s, 9H), 1.09 (d,J= 11.6 Hz, 4H), 1.00 (s, 12H); LC-MS (ESI ⁺ ) m/z 427.1 (M-100+H) ⁺ ). The absolute stereochemistry was assigned by comparison with a reference.

Synthesis of Tert-butyl N-[(lR)-l-deuterio-2-(4-formylcyclohexoxy)-l-methyl-ethyl]ca rbamate

Step 1 - 3-[4-[4-[[2-[4-[(6-Chloro-8-cyclopentyl-7-oxo-pyrido[2,3-d]p yrimidin-2-yl)amino]-3-methyl- phenyl]sulfonyl-7-azaspiro[3.5]nonan-7-yl]methyl]-l-piperidy l]-3-ethoxy-anilino]piperidine-2, 6-dione [1563] To a solution of tert-butyl N-[(lR)-2-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexo xy]-l- deuterio-l-methyl-ethyl]carbamate (700 mg, 1.33 mmol, Intermediate OC) in THF (3 mL) was added TBAF (1 M, 1.99 mL), the mixture was then stirred at 25 °C for 1 hr. On completion, the reaction mixture was dilutedwith EA(lO mL) and washed with water (10 mLX 2), the organic layer was dried over Na ₂ SO ₄ , filtered and concentrated in vacuo. The residue was purified by column chromatography (SiO?, PE: EA=10: l to PE: EA=1:1) to give the title compound (380 mg, 99% yield) as yellow oil. ¹ H NMR (400 MHz, DMSO-4) 5 6.59 (s, 1H), 3.30 (s, 2H), 3.21 - 3.17 (m, 2H), 3.15 (s, 1H), 3.14 - 3.06 (m, 1H), 1.95 (d, </= 10.0 Hz, 2H), 1.72 (d, J= 11.2 Hz, 2H), 1.38 (s, 9H), 1.32 - 1.24 (m, 1H), 1.13 - 1.01 (m, 2H), 0.98 (s, 3H), 0.94 - 0.81 (m, 2H).

Step 2 - Tert-butyl N-[(lR)-l-deuterio-2-(4-formylcyclohexoxy)-l-methyl-ethyl]ca rbamate [1564] To a solution of tert-butyl N-[(lR)-l-deuterio-2-[4-(hydroxymethyl)cyclohexoxy]-l-methyl -ethyl] carbamate (370 mg, 1.28 mmol) in DCM (6 mL) was added DMP (707 mg, 1.67 mmol, 516 pL) at 0 °C, then the reaction was stirred at 25 °C for 0.5 hr. On completion, the reaction mixture was quenched with saturated Na^S^Os solution (10 mL) and saturated NaHCCL (10 mL) under stirring for 10 min. The mixture was then extracted with DCM (2 X 10 mL). The combined organic layers were dried over Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (350 mg, 95% yield) as yellow oil. LC-MS (ESI ⁺ ) m/z 287.2 (M+H) ⁺ .

Synthesis of Tert-butyl N-[(lR)-l-deuterio-2-(4-formylcyclohexoxy)-l-methyl-ethyl]ca rbamate (Intermediate OE)

Step 1 - Tert-butyl N-[(lR)-l-deuterio-2-[4-[[4-[l-(2,6-dioxo-3-piperidyl)-4-flu oro-3-methyl-2-oxo- benzimidazol-5-yl]piperazin-l-yl]methyl]cyclohexoxy]-l-methy l-ethyl]carbamate

[1565] To a solution of 3-(4-fluoro-3-methyl-2-oxo-5-piperazin-l-yl-benzimidazol-l-y l)piperidine-2,6- dione (580 mg, 1.22 mmol, TFA, Intermediate NV) in THF (2 mL) was added TEA (618 mg, 6.11 mmol, 850 pL), HOAc (220 mg, 3.67 mmol, 209 pL) and tert-butyl N-[(lR)-l-deuterio-2-(4-formylcyclohexoxy)- 1-methyl-ethyl]carbamate (350 mg, 1.22 mmol, Intermediate OD) at 0 °C. Then the mixture was stirred at 25 °C for 0.3 hr, and NaBH(OAc)3 (388 mg, 1.83 mmol) was added and the reaction was stirred at 25 °C for 0.5 hr. On completion, the reaction was quenched with water (5 mL) and concentrated in vacuo. The reaction was purified by prep-HPLC (column: Phenomenex luna C18 150*25mm* lOum; mobile phase: [water (FA)-ACN]; gradient: 15%-45% B over 10 min) to give the title compound (220 mg, 28% yield) as white solid. ^† H NMR (400 MHz, DMSO-d ₆ ) δ 11.12 (s, 1H), 6.96 - 6.84 (m, 1H), 6.80 - 6.69 (m, 1H), 6.61 (s, 1H), 5.40 - 5.29 (m, 1H), 3.48 (s, 3H), 3.32 - 3.29 (m, 2H), 3.17 (d, J= 9.6 Hz, 2H), 3.02 - 2.84 (m, 4H), 2.81 - 2.54 (m, 4H), 2.46 - 2.36 (m, 2H), 2.13 (s, 1H), 2.09 - 1.87 (m, 4H), 1.84 - 1.76 (m, 2H), 1.53 - 1.41 (m, 1H), 1.38 (s, 9H), 1.20 - 1.06 (m, 2H), 0.99 (s, 3H), 0.96 - 0.74 (m, 2H).

Step 2 - Tert-butyl N-[(lR)-l-deuterio-2-(4-formylcyclohexoxy)-l-methyl-ethyl]ca rbamate

[1566] A solution of tert-butyl N-[(lR)-l-deuterio-2-[4-[[4-[l-(2,6-dioxo-3-piperidyl)-4-flu oro-3-methyl-

2- oxo-benzimidazol-5-yl]piperazin-l-yl]methyl]cyclohexoxy]-l-m ethyl-ethyl]carbamate (70 mg, 110 pmol) in DCM (0.9 mL) and TFA (0.3 mL) was stirred at 25°C for 0.5 hr. On completion, the mixture was concentrated in vacuo to give the title compound (70 mg, 97% yield, TFA) as yellow oil. LC-MS (ESI ⁺ ) m/z 532.1 (M+H) ⁺ .

Synthesis of Benzyl 4-((ls,3s)-3-((tert-butoxycarbonyl)amino)-3-methylcyclobutyl )piperazine-l- carboxylate (Intermediate OF) and benzyl 4-((lr,3r)-3-((tert-butoxycarbonyl)amino)-3- methylcyclobutyl)piperazine-l-carboxylate (Intermediate OG)

Step 1 - Benzyl 4-[3-(tert-butoxycarbonylamino)-3-methyl-cyclobutyl]piperazi ne-l-carboxylate

[1567] To a solution of benzyl piperazine- 1 -carboxylate (2.21 g, lO.O mmol, 1.94 mL, CAS# 31166-44-6) and tert-butyl N-(l-methyl-3-oxo-cyclobutyl)carbamate (2.00 g, 10.0 mmol, CAS# 1523617-99-3) in THF (20 mL) was added HOAc (602 mg, 10.0 mmol, 574 pL) until the pl 1=4, then the mixture was stirred at 25 °C for 0.1 hr. Finally NaBH(OAc)3 (3.19 g, 15.0 mmol) was added and the mixture was stirred at 25 °C for 0.5 hr. On completion, the reaction mixture was filtered and concentrated in vacuo to give a residue. The residue was purified by reversed-phase (0.1 % FA condition) to give the title compound (1.10 g, 27% yield) as white solid. ¹ H NMR (400 MHz, DMSO-A) δ 7.37 (s, 5H), 7.13 - 6.98 (m, 1H), 5.09 (s, 2H), 2.44 (s, 4H), 2.15 (s, 5H), 1.39- 1.37 (m, 12H), 1.32- 1.28 (m, 4H). LC-MS (ESI ⁺ ) m/z 404. 1 (M + H) ⁺ .

Step 2 - Benzyl 4-((ls,3s)-3-((tert-butoxycarbonyl)amino)-3-methylcyclobutyl )piperazine-l-carboxylate and benzyl 4-((lr,3r)-3-((tert-butoxycarbonyl)amino)-3-methylcyclobutyl )piperazine-l-carboxylate

[1568] Benzyl 4-[3-(tert-butoxycarbonylamino)-3-methyl-cyclobutyl]piperazi ne-l -carboxylate was separated by SFC (column: DAICEL CHIRALPAK AD(250mm*50mm,10um); mobile phase: [CO2- ACN/EtOH(0.1%IPAm)];B%:45%, isocratic elution mode) to give the first fraction ds-benzyl 4-[3-(tert- butoxycarbonylamino)-3-methyl-cyclobutyl]piperazine-l-carbox ylate (1.1 g, 61% yield) as a yellow solid ( ¹ H NMR (400MHz, CDCl ₃ ) δ 7.30 - 7.23 (m, 5H), 5.05 (s, 2H), 4.63 (br s, 1H), 3.50 - 3.40 (m, 4H), 2.52 - 2.43 (m, 1H), 2.24 - 2.16 (m, 6H), 2.03 - 1.93 (m, 2H), 1.35 (s, 12H). LC-MS (ESI ⁺ ) m/z 404.1 (M + H) ⁺ ); and the second fraction fra/w- benzyl 4-[3-(tert-butoxycarbonylamino)-3-methyl- cyclobutyl]piperazine- 1 -carboxylate (0.45 g, 25% yield as a yellow solid ( ¹ H NMR (400MHz, CDCE) δ 7.29 - 7.22 (m, 5H), 5.06 (s, 2H), 3.47 - 3.42 (m, 4H), 2.79 - 2.69 (m, 1H), 2.32 - 2.14 (m, 6H), 1.82 - 1.74 (m, 2H), 1.37 (s, 9H), 1.34 (s, 3H). LC-MS (ESI ⁺ ) m/z 404.0 (M + H) ⁺ ). The absolute stereochemistry of the diastereomers was assigned by 2 D NMR.

Synthesis of Benzyl 4-((ls,3s)-3-((tert-butoxycarbonyl)amino)-3-methylcyclobutyl )piperazine-l- carboxylate (Intermediate OH)

[1569] To a solution of benzyl 4-((ls,3s)-3-((tert-butoxycarbonyl)amino)-3-methylcyclobutyl )piperazine- 1- carboxylate (500 mg, 1.24 mmol, Intermediate OF) in MeOH (10 mL) was added Pd/C (500 mg, 469 pmol, 10 wt%), then the mixture was stirred at 25 °C for 3 hrs under H2 atmosphere ( 15 Psi). On completion, the reaction mixture was filtered and concentrated in vacuo to give the title compound (300 mg, 89% yield) as gray solid. ¹ H NMR (400 MHz, DMSO-t/ ₆ ) δ 6.94 (s, 1H), 3.23 - 3.13 (m, 1H), 2.29 - 2.06 (m, 6H), 2.05 - 1.76 (m, 6H), 1.36 (s, 10H), 1.28 (s, 3H). LC-MS (ESI ⁺ ) m/z 270.2 (M+H) ⁺ .

Synthesis of 3-(5-(4-((4-((lS,3s)-3-amino-3-methylcyclobutyl)piperazin-l- yl)methyl)piperidin-l-yl)- 4-fhioro-3-methyl-2-oxo-2,3-dihydro-lH-benzo[d]imidazol-l-yl )piperidine-2, 6-dione (Intermediate 01)

Step 1 - Tert-butyl((ls,3s)-3-(4-((l-(l-(2,6-dioxopiperidin-3-yl)-4-f luoro-3-methyl-2-oxo-2,3-dihydro - 1 H-benzo [d]imidazol-5-yl)piperidin-4-yl)methyl)piperazin- 1 -yl)- 1 -methylcyclobutyl) carbamate

[1570] To a solution of tert-butyl ((ls,3s)-l-methyl-3-(piperazin-l-yl)cyclobutyl)carbamate (124 mg, 460 pmol, Intermediate OH) and l-[l-(2,6-dioxo-3-piperidyl)-4-fluoro-3-methyl-2-oxo-benzimi dazol-5- yl]piperidine-4- carbaldehyde (100 mg, 230 pmol, Intermediate MZ) inTHF (2 mL) was added HOAc (230 pmol, 13.1 pL) until the pH=4, then the mixture was stirred at 25 °C for 0.1 hr. Then, NaBH(OAc)3 (73.1 mg, 345 pmol) was added and the mixture was stirred at 25 °C for 0.5 hr. On completion, the reaction mixture was quenched with I EO (1 mL) at 0 °C, the resulting mixture was filtered and the filtrate was concentrated under reduced pressure to give a residue. Then the residue was purified by reversed-phase (0.1% FA condition) to give the title compound (80.0 mg, 54% yield) as white solid. ¹ H NMR (400 MHz, DMSO-Gk) δ 8.23 (s, 1H), 7.00 - 6.89 (m, 1H), 6.84 (d, J= 8.8 Hz, 1H), 6.78 - 6.68 (m, 1H), 5.32 (dd, J = 5.2, 12.8 Hz, 1H), 3.46 (s, 3H), 2.91 - 2.86 (m, 1H), 2.38 - 2.22 (m, 6H), 2.22 - 2.12 (m, 4H), 2.07 - 1.97 (m, 4H), 1.95 - 1.88 (m, 6H), 1.83 - 1.73 (m, 3H), 1.65 - 1.56 (m, 1H), 1.37 (s, 10H), 1.28 (s, 3H), 1.23 (s, 2H). LC-MS (ESI ⁺ ) m/z 642.3 (M+H) ⁺ .

Step 2 - 3-(5-(4-((4-((lS,3s)-3-amino-3-methylcyclobutyl)piperazin-l- yl)methyl)piperidin-l-yl)-4-fluoro- 3-methyl-2-oxo-2,3-dihydro-lH-benzo[d]imidazol-l-yl)piperidi ne-2, 6-dione [1571] To a solution of tert-butyl ((ls,3s)-3-(4-((l-(l-(2,6-dioxopiperidin-3-yl)-4-fluoro-3-me thyl-2-oxo- 2,3-dihydro-lH-benzo[d]imidazol-5-yl)piperidin-4-yl)methyl)p iperazin-l-yl)-l- methylcyclobutyl)carbamate (80.0 mg, 124 pmol) in DCM (1 mL) was added TFA (124 pmol, 9.26 pL), then the mixture was stirred at 25 °C for 0.5 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (70.0 mg, 85% yield) as a yellow oil. LC-MS (ESI ⁺ ) m/z 542.3 (M+H) ⁺ .

Synthesis of Tert-butyl ((lr,3r)-l-methyl-3-(piperazin-l-yl)cyclobutyl)carbamate (Intermediate OJ)

[1572] To a solution of benzyl 4-[3-(tert-butoxycarbonylamino)-3-methyl-cyclobutyl]piperazi ne-l- carboxylate (450 mg, 1.12 mmol, Intermediate OG) in MeOH (20 mL) was added Pd/C (4.50 g, 4.23 mmol, 10 wt%) under Ar atomsphere, and then the mixture was stirred at 15 °C for 1 hr under H2 atomsphere (50 psi). On completion, the reaction mixture filtered and concentrated in vacuo to give the title compound (220 mg, 73% yield) as a black solid. LC-MS (ESI ⁺ ) m/z 270.4 (M+H) ⁺ .

Synthesis of 3-(5-(4-((4-((lr,3r)-3-amino-3-methylcyclobutyl)piperazin-l- yl)methyl)piperidin-l-yl)- 4-fhioro-3-methyl-2-oxo-2,3-dihydro-lH-benzo[d]imidazol-l-yl )piperidine-2, 6-dione (Intermediate OK)

OK

Step 1 - Tert-butyl ((lr,3r)-3-(4-((l-(l-(2,6-dioxopiperidin-3-yl)-4-fluoro-3-me thyl-2-oxo-2,3-dihydro-lH- benzo[d]imidazol-5-yl)piperidin-4-yl)methyl)piperazin- 1 -yl)- 1 -methylcyclobutyl)carbamate

[1573] To a solution of czs-tert-butyl N-(l-methyl-3-piperazin-l-yl-cyclobutyl)carbamate (162 mg, 603 pmol, Intermediate OJ) in THF (5 mL) was added and HOAc (20.1 mg, 334 pmol) and l-[l-(2,6-dioxo-3- piperidyl)-4-fluoro-3-methyl-2-oxo-benzimidazol-5-yl]piperid ine-4-carbaldehyde (130 mg, 334 pmol, Intermediate MZ) and the reaction mixture was stirred at 25 °C for 0.5 hr. ThenNaBH(OAc)3 (177 mg, 836 pmol) was added, and the resulting mixture was stirred at 25 °C for another 1.5 hr. On completion, the reaction mixture filtered and concentrated in vacuo to give the residue. The residue was purified by reserve column (0.1% FA) to give the title compound (210.0 mg, 98% yield) as a black oil. ¹ H NMR (400 MHz, CD ₃ OD-d ₄ ) δ 8.33 (br s, 1H), 6.77 - 6.64 (m, 1H), 5.45 - 5.11 (m, 1H), 3.62 - 3.34 (m, 3H), 3.31 - 3.24 (m, 1H), 2.98 - 2.53 (m, 8H), 2.52 - 2.19 (m, 4H), 2.15 - 1.50 (m, 5H), 1.46 - 1.22 (m, 12H). LC-MS (ESI ⁺ ) m/z 642.4 (M+H) ⁺ .

Step 2 - 3-(5-(4-((4-((lr,3r)-3-amino-3-methylcyclobutyl)piperazin-l- yl)methyl)piperidin-l-yl)-4-fluoro- 3-methyl-2-oxo-2,3-dihydro-lH-benzo[d]imidazol-l-yl)piperidi ne-2, 6-dione

[1574] To a solution of tert-butyl N-[3-[4-[[l-[l-(2,6-dioxo-3-piperidyl)-4-fluoro-3-methyl-2-o xo- benzimidazol-5-yl]-4-piperidyl]methyl]piperazin-l-yl]-l-meth yl-cyclobutyl]carbamate (130 mg, 202 pmol) in DCM (4 mL) was added TFA (2 mL), and then the mixture was stirred at 15 °C for 1 hr. On completion, the reaction mixture concentrated in vacuo to give the title compound (128 mg, 96% yield) as a black solid. LC-MS (ESI ⁺ ) m/z 542.3 (M+H) ⁺ .

Synthesis of 3-(3-Methyl-4-piperazin-l-yl-anilino)piperidine-2, 6-dione (Intermediate OL)

Step 1 - Tert-butyl 4-(2-methyl-4-nitro-phenyl)piperazine-l -carboxylate

[1575] To a solution of l-fluoro-2-methyl-4-nitro-benzene (2.00 g, 12.89 mmol) and tert-butyl piperazine - 1 -carboxylate (2.88 g, 15.5 mmol) in DMF (40 mL) was added K ₂ CO ₃ (1.78 g, 12.9 mmol), then the mixture was stirred at 80 °C for 24 hrs. On completion, the mixture was filtered, diluted with water (60 mL) and extracted with PE (50 mL). The combined organic layers with dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the residue. The residue was purified by column chromatography (SiO ₂ , PE: EA=50: 1 to 30: 1) to give the title product (2.83 g, 68% yield) as yellow solid. ¹ H NMR (400 MHz, DMSO- d</) 5 ppm 7.53 - 7.61 (m, 2 H) 6.68 (d, >8.80 Hz, 1 H) 3.03 (s, 4 H) 2.79 - 2.92 (s, 4 H) 1.89 (s, 3 H) 0.97 (s, 9 H). LC-MS (ESI ⁺ ) m/z 266.0 (M-56) ⁺ .

Step 2 - Tert-butyl 4-[2-[4-[l-(2,6-dioxo-3-piperidyl)-4-fluoro-3-methyl-2-oxo-b enzimidazol-5- yl]piperazin- 1 -yl]ethyl]piperidine- 1 -carboxylate

[1576] To a solution of tert-butyl 4-(2-methyl-4-nitro-phenyl)piperazine-l -carboxylate (1.40 g, 4.36 mmol) in THF (50 mL) was added Pd/C (1.00 g, 10 wt%) and purged with H2 for three times, then the mixture was stirred at 25 °C for 2 hrs. On completion, the mixture was concentrated in vacuo to give the title compound (1.10 g, 87% yield) as yellow solid. LC-MS (ESI ⁺ ) m/z 292.2 (M+H) ⁺ .

Step 3 - Tert-butyl 4-[4-[(2,6-dioxo-3-piperidyl)amino]-2-methyl-phenyl]piperazi ne-l-carboxylate [1577] To a solution of tert-butyl 4-(4-amino-2-methyl-phenyl)piperazine-l -carboxylate (500 mg, 1.72 mmol) and 3-bromopiperidine-2, 6-dione (494 mg, 2.57 mmol) in DMF (10 mL) was added NaHCCh (432 mg, 5.15 mmol), then the mixture was stirred at 65 °C for 16 hos. On completion, the reaction mixture was added ice-water (100 mL) and stirred for 5 minutes, the sediment was filtered through the buchner funnel to obtain the solid title product (670 mg, 97% yield) as black solid. ¹ H NMR (400 MHz, DMSO-tL) 5 ppm 10.58 (s, 1 H) 6.66 (d, >8.40 Hz, 1 H) 6.37 (s, 1 H) 6.31 (d, J=7.24 Hz, 1 H) δ.32 (d, >7. 12 Hz, 1 H) 3.26 (s, 4 H) 2.73 (s, 2 H) 2.58 (s, 2 H) 2.35 (s, 2 H) 2.01 (s, 3 H) 1.94 (m, J=12.4, 3.13 Hz, 1 H) 1.61 - 1.75 (m, 1 H) 1.26 (s, 9 H). LC-MS (ESI ⁺ ) m/z 403.1 (M+H) ⁺ .

Step 4 - 3-(3-Methyl-4-piperazin-l-yl-anilino)piperidine-2, 6-dione

[1578] To a solution of tert-butyl 4-[4-[(2, 6-dioxo-3-piperidyl)amino]-2-methyl-phenyl]piperazine-l- carboxylate (300 mg, 745 umol) in DCM (4 mL) was added TFA (1 mL), then the mixture was stirred at 25 °C for 1 hr. On completion, the mixture was concentrated in vacuo to give the title compound (180 mg, 79% yield) as brown solid. LC-MS (ESL) m/z 303.3 (M+H) ⁺ .

Synthesis of 3-[4-[4-[[4-[(2R)-2-aminopropoxy]cyclohexyl]methyl]piperazin -l-yl]-3-methyl-anilino]

OM

Step 1 - Tert-butyl N-[(lR)-2-[4-[[4-[4-[(2,6-dioxo-3-piperidyl)amino]-2-methyl- phenyl]piperazin-l- yl]methyl]cyclohexoxy]-l-methyl-ethyl]carbamate [1579] To a solution of 3-(3-methyl-4-piperazin-l-yl-anilino)piperidine-2, 6-dione (185 mg, 444 nmol. Intermediate OL) in THF (1 mL) was added TEA (44.9 mg, 444 pmol) until pl H8- 10. Then tert-butyl N- [(lR)-2-(4-formylcyclohexoxy)-l-methyl-ethyl]carbamate (200 mg, 700 pmol, Intermediate NU) in DMF (0. 1 mL) and HOAc (26.7 mg, 444 pmol) was added until p 11 4-5, then the mixture was stirred at -10 °C for 0.5 hr. Next, NaBH(OAc)3 (188 mg, 888 pmol) was added to the mixture and the mixture was stirred at -10 °C for 0.5 hr. On completion, the mixture was filtered and concentrated in vacuo to give the residue. The residue was purified by prep-HPLC (column: Welch Xtimate C18 150*25mm*5um; mobile phase: [water (FA)-ACN]; gradient: 12%-42%B) to give the title compound (130 mg, 51% yield) as red solid, ¹ H NMR (400 MHz, DMSO-d _fi ) δ 10.75 (s, 1H), 6.83 (d, J= 8.4 Hz, 1H), 6.59 (d, 7.2 Hz, 1H), 6.53 - 6.47

(m, 1H), 5.75 (s, 1H), 5.49 (d, J= 7.2 Hz, 1H), 3.55 - 3.50 (m, 1H), 3.38 - 3.33 (m, 6H), 3.20 - 3.10 (m, 3H), 2.78 (s, 3H), 2.71-2.65 (m, 2H), 2.59-2.48 (m, 1H), 2.54 (d, J = 4.4 Hz, 1H), 2.14 (s, 3H), 2.11 - 2.05 (m, 1H), 1.95 (d, J= 9.6 Hz, 2H), 1.79 (d, J= 12.0 Hz, 2H), 1.53 (s, 1H), 1.37 (s, 9H), 1.26 - 1.19 (m, 1H), 1.14 - 1.06 (m, 2H), 0.99 (d, J= 6.4 Hz, 3H), 0.93 - 0.84 (m, 2H). LC-MS (ESI ⁺ ) m/z 572.2 (M+H) ⁺ .

Step 2 - 3-[4-[4-[[4-[(2R)-2-aminopropoxy]cyclohexyl]methyl]piperazin -l-yl]-3-methyl-anilino] piperidine-2, 6-dione

[1580] To a solution of tert-butyl N-[(lR)-2-[4-[[4-[4-[(2,6-dioxo-3-piperidyl)amino]-2-methyl- phenyl] piperazin-l-yl]methyl]cyclohexoxy]-l-methyl-ethyl]carbamate (100 mg, 174 pmol) in DCM (2.0 mL) was added TFA (590 mg, 5.18 mmol), then the mixture was stirred at 25 °C for 0.5 hr. On completion, the mixture was concentrated in vacuo to give the title compound (100 mg, 97% yield) as black oil. LC-MS (ESI ⁺ ) m/z 472.1 (M+H) ⁺ .

Synthesis of 4-[[7 ^† -[(lR,3R)-3-[tert-butyl(diphenyl)silyl]oxycyclohexyl]- 6 ^† -oxo-spiro[cyclopropane- l,5 ^† -pyrrolo[2,3-d]pyrimidine]-2 ^† -yl]amino]-3-methyl-benzenesulfonyl chloride (Intermediate ON)

Step 1 Ethyl 1 - [4- [[( 1 R,3R)-3-hydroxycyclohexyl]amino]-2-methylsulfanyl-pyrimidin- 5- yl]cyclopropanecarboxylate

To a mixture of ethyl l-(4-chloro-2-methylsulfanyl-pyrimidin-5-yl)cyclopropanecarb oxylate (2.50 g, 9.17 mmol, synthesized via Step 1 of Intermediate NP) and (lR,3R)-3-aminocyclohexanol hydrochloride (2.59 g, 13.7 mmol, HC1, CAS# 1817645-57-0) in dioxane (30 mL) was added CS2CO3 (8.96 g, 27.5 mmol) and 1 ,3 -bis [2,6-bis( 1 -propylbutyl)phenyl]-4,5-dichloro-2H-imidazol- 1 -ium-2-ide 3 - chloropyridine;dichloropalladium (891 mg, 916 pmol) under N2. The reaction mixture was stirred at 100 °C for 12 hrs. On completion, the residue was diluted with water (20 mL), then the residue was extracted with EA (3 X 50 mL). The combined organic layers were dried over Na ₂ SO ₄ , filtered and filtrate was concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , PE:EA=50: l to PE:EA=5: 1) to give the title compound (3.40 g, 52% yield) as red solid. ¹ H NMR (400 MHz, DMSO-t#>) δ 8.08 (s, 1H), 5.75 (s, 1H), 4.67 (ddd, J= 3.6, 8.8, 12.4 Hz, 1H), 4.58 (d, J = 2.8 Hz, 1H), 4.48 - 4.37 (m, 1H), 4.10 (d, J= 2.0 Hz, 1H), 4.06 - 3.92 (m, 1H), 2.48 - 2.38 (m, 2H), 2.21 (dq, ./~ 3.6, 12.8 Hz, 1H), 1.86

- 1.73 (m, 4H), 1.72 - 1.62 (m, 4H), 1.62 - 1.49 (m, 5H), 1.42 - 1.27 (m, 2H).

Step 2 - 7 ^† -[(lR,3R)-3-hydroxycyclohexyl]-2 ^† -methylsulfanyl-spiro[cyclopropane-l,5 ^† -pyrrolo[2,3- d]pyrimidine]-6 ^† -one

[1581] To a solution of ethyl l-[4-[[(lR,3R)-3-hydroxycyclohexyl]amino]-2-methylsulfanyl-p yrimidin-5- yl] cyclopropanecarboxylate (4.30 g, 12.2 mmol) in THF (50 mL) was added NaH (978 mg, 24.4 mmol, 60% dispersion in mineral oil) at 0 °C. The reaction mixture was stirred at 25 °C for 1 hr. On completion, the residue was quenched with NH4CI (5 mL), diluted with water (20 mL), then the residue was extracted with EA (3 X 50 mL). The combined organic layers were dried over Na ₂ SO ₄ , filtered and filtrate was concentrated in vacuo to give the title compound (3.70 g, 99% yield) as red solid, ¹ H NMR (400 MHz, DMSO-ds) δ 8.10 - 8.04 (m, 1H), 5.75 (s, 1H), 4.73 - 4.63 (m, 1H), 4.58 (d, J = 2.4 Hz, 1H), 4.11 (s, 1H), 2.47 - 2.40 (m, 1H), 2.26 - 2.16 (m, 1H), 1.99 (s, 1H), 1.80 - 1.73 (m, 3H), 1.71 - 1.51 (m, 7H), 1.43 - 1.31 (m, 1H). LC-MS (ESI ⁺ ) m/z 306.2 (M+H).

Step 3 - 7 ^† -[(lR,3R)-3-[tert-butyl(diphenyl)silyl]oxycyclohexyl]- 2 ^† -methylsulfanyl-spiro[cyclopropane- l,5 ^† -pyrrolo[2,3-d]pyrimidine]-6 ^† -one

[1582] To a mixture of 7 ^† -[(lR,3R)-3-hydroxycyclohexyl]-2 ^† -methylsulfanyl -spiro[cyclopropane-l,5 ^† - pyrrolo [2,3-d]pyrimidine]-6 ^† -one (3.70 g, 12.1 mmol) in DCM (5 mL) was added TBDPSC1 (5.00 g, 18,1 mmol) and imidazole (2.47 g, 36.3 mmol). The reaction mixture was then stirred at 25 °C for 1 hr. On completion, the residue was diluted with water (20 mL), then the residue was extracted with EA (3 X 50 mL). The combined organic layer was dried over Na ₂ SO ₄ , filtered and filtrate was concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , PE: EA=50: 1 to PE:EA=5: 1) to give the title compound (4 g, 60% yield) as red solid. ’ll NMR (400 MHz, DMSO-dg) δ 8.11 - 8.06 (m, 1H), 7.62 (d, J = 6.4 Hz, 4H), 7.48 - 7.31 (m, 6H), 5.00 - 4.86 (m, 1H), 4.25 (s, 1H), 2.47 (s, 3H), 2.37 - 2.19 (m, 2H), 2.00

- 1.84 (m, 1H), 1.81 - 1.72 (m, 3H), 1.67 - 1.54 (m, 5H), 1.31 (t, J = 12.4 Hz, 1H), 1.06 (s, 9H); LC-MS (ESI ⁺ ) m/z 544.9 (M+H).

Step 4 - 7 ^† - [( 1 R,3 R)-3 - [tert-butyl(diphenyl)silyl] oxycyclohexyl]-2 ^† -methylsulfonyl-spiro [cyclopropane - l,5 ^† -pyrrolo[2,3-d]pyrimidine]-6 ^† -one

[1583] To a mixture of 7 ^† -[(lR,3R)-3-[tert-butyl(diphenyl)silyl]oxycyclohexyl]- 2 ^† -methylsulfanyl-spiro [cyclopropane- 1, 5 ^† -pyrrolo[2,3-d]pyrimidine]-6 ^† -one (3.50 g, 6.44 mmol) in DCM (5 mL) was added m- CPBA (5.23 g, 25.7 mmol, 85% solution). The reaction mixture was then stirred at 25 °C for 1 hr. On completion, the reaction mixture was quenched by saturated Na2SO3(50 mL) at 25 °C, and then stirred for 30 minutes. The mixture was extracted with DCM (2 X 100 mL) then the combined organic layers were dried over Na2SC>4, filtered and concentrated in vacuo. The residue was purified by column chromatography (SiCh, PE: EA 10: 1 to PE:EA=1 :1) to give the title compound (3.30 g, 89% yield) as white solid. ^† H NMR (400 MHz, DMSO-de) δ 8.44 (s, 1H), 7.64 - 7.60 (m, 4H), 7.48 - 7.33 (m, 6H), 5.01 - 4.90 (m, 1H), 4.28 (s, 1H), 3.34 (s, 3H), 2.38 - 2.31 (m, 1H), 2.28 - 2.20 (m, 1H), 2.00 (d, J = 3.6 Hz, 2H), 1.92 (dd, J = 3.2, 16.4 Hz, 1H), 1.82 - 1.74 (m, 3H), 1.70 - 1.57 (m, 3H), 1.40 - 1.30 (m, 1H), 1.06 (s, 9H). LC-MS (ESI ⁺ ) m/z 576.2 (M+H).

Step 5 - 2 ^† -(4-Benzylsulfanyl-2-methyl-anilino)-7 ^† -[(lR,3R)-3-[tert- butyl(diphenyl)silyl]oxycyclohexyl]spiro[cyclopropane-l,5 ^† -pyrrolo[2,3-d]pyrimidine]-6 ^† -one

[1584] To a mixture of 7 ^† -[(lR,3R)-3-[tert-butyl(diphenyl)silyl]oxycyclohexyl]- 2 ^† -methylsulfonyl-spiro [cyclopropane- 1, 5 ^† -pyrrolo[2,3-d]pyrimidine]-6 ^† -one (500 mg, 868 pmol) and 4-benzylsulfanyl -2-methyl- aniline (199 mg, 868 pmol, Intermediate M) in DMF (1 mL) was added 4A molecular sieves (10.0 mg, 868 pmol) and t-BuOK (292 mg, 2.61 mmol). The reaction mixture was stirred at 25 °C for 1 hr. On completion, the residue was diluted with water (10 mL), then the residue was extracted with EA (3 X 30 mL). The combined organic layers were dried over Na ₂ SO ₄ , filtered and filtrate was concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , PE:EA=50:l to PE:EA=1 :1) and prep-HPLC (column: Phenomenex Luna C18 150*30mm*5um;mobile phase: [water (HCl)-ACN]; gradient: 70%- 100% B over 10 min) to give the title compound (200 mg, 15% yield) as yellow solid, ¹ H NMR (400 MHz, DMSO-de) δ 10.03 - 9.72 (m, 1H), 7.93 (s, 1H), 7.63 - 7.54 (m, 4H), 7.50 - 7.34 (m, 7H), 7.33 - 7.28 (m, 2H), 7.27 - 7.20 (m, 3H), 7.16 (t, J = 7.2 Hz, 2H), 4.82 (t, J = 12.4 Hz, 1H), 4.17 (s, 3H), 2.18 (s, 4H), 2.11 - 2.00 (m, 1H), 1.88 - 1.75 (m, 3H), 1.71 - 1.61 (m, 3H), 1.59 - 1.50 (m, 3H), 1.02 (s, 9H): LC-MS (ESI ⁺ ) m/z 725.8 (M+H).

Step 6 - 4-[[7 ^† -[(lR,3R)-3-[tert-butyl(diphenyl)silyl]oxycyclohexyl]- 6 ^† -oxo-spiro[cyclopropane-l,5 ^† - pyrrolo [2, 3 -d]pyrimidine] -2 ^† -yl] amino] -3 -methyl-benzenesulfonyl chloride

[1585] To a solution of 2 ^† -(4-benzylsulfanyl-2-methyl-anilino)-7 ^† -[(lR,3R)-3-[tert-butyl(diphenyl)silyl] oxycyclohexyl]spiro[cyclopropane-l,5 ^† -pyrrolo[2,3-d]pyrimidine]-6 ^† -one (60.0 mg, 82.7 pmol) inACN (2 mL) and AcOH (0.2 mL) was added H ₂ O (1.49 mg, 82.7 pmol) and NCS (33.1 mg, 248 pmol). The reaction mixture was stirred at 20 °C for 0.5 hr in the dark. On completion, the mixture was diluted with EA (20 mL) and washed with water (10 mL X 3). The organic layer was dried overNa ₂ SO ₄ , filtered and the filtrate was concentrated in vacuo to give the title compound (58 mg, 99% yield) as colorless oil. LC-MS (ESI ⁺ ) m/z 701.1 (M+H) ⁺ .

Synthesis of 3-[4-[4-[(4-Aminocyclohexyl)methyl]piperazin-l-yl]-3-methoxy -phenyl]piperidine-2,6- dione (Intermediate 00)

Step 1 - 2,6-Dibenzyloxy-3-(4-bromo-3-methoxy-phenyl)pyridine

[1586] A mixture of l-bromo-4-iodo-2-methoxy-benzene (4.9 g, 15.6 mmol, CAS# 755027-18-0), 2,6- dibenzyloxy-3-(4,4,5,5-tetramethyl-l,3,2-dioxaborolan-2-yl)p yridine (5.23 g, 12.5 mmol, CAS# 2152673- 80-6), Pd(dppf)C12'CH ₂ C12 (1.28 g, 1.57 mmol), and K ₂ CO ₃ (6.49 g, 46.9 mmol) in dioxane (80 mL) and H ₂ O (16 mL) was stirred at 80 °C for 2 hrs. On completion, the reaction was diluted with EA (100 mL). The organic layer was washed with water (100 mL), dried over Na ₂ SO ₄ and concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate=l/O to 5/1) to give the title compound (5.2 g, 69% yield) as yellow solid. ¹ H NMR (400 MHz, CDCl ₃ ) δ 7.55 (d, J = 8.0 Hz, 1H), 7.45 (d, J= 8.0 Hz, 1H), 7.40 - 7.36 (m, 2H), 7.33 - 7.22 (m, 8H), 7.10 (d, J= 2.0 Hz, 1H), 6.91 (dd, J= 2.0, 8.0 Hz, 1H), 6.42 (d, J= 8.0 Hz, 1H), 5.33 (s, 4H), 3.67 (s, 3H).

Step 2 - Tert-butyl N-[4-[[4-[4-(2,6-dibenzyloxy-3-pyridyl)-2-methoxy-phenyl]pip erazin-l- yl]methyl]cyclohexyl]carbamate

[1587] A mixture of 2,6-dibenzyloxy-3-(4-bromo-3-methoxy-phenyl)pyridine (500 mg, 1.05 mmol), tert- butyl N-[4-(piperazin-l-ylmethyl)cyclohexyl] carbamate (468 mg, 1.57 mmol, Intermediate SZ), CS2CO3 (1.03 g, 3.15 mmol), and l,3-bis[2,6-bis(l-propylbutyl)phenyl]-4,5-dichloro-2H-imidaz ol-l-ium-2-ide 3- chloropyridine dichloropalladium (102 mg, 104 pmol) in dioxane (10 mL) was stirred at 110 °C for 16 hrs under N2. On completion the reaction was diluted with EA (50 mL). The organic layer was washed with water (50 mL), dried over Na ₂ SO ₄ and concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , DCM/Ethyl acetate=10/l to 1/1) to give the title compound (460 mg, 63% yield) as yellow oil. ¹ H NMR (400 MHz, CDCl ₃ ) δ 7.69 - 7.61 (m, 1H), 7.50 - 7.30 (m, 11H), 7.18 (s, 1H), 7.14 - 7.04 (m, 1H), 6.96 (d, J = 8.4 Hz, 1H), 6.49 (d, J= 8.0 Hz, 1H), 5.42 (d, J= 8.0 Hz, 4H), 4.49 - 4.31 (m, 1H), 3.73 (s, 3H), 3.49 - 3.33 (m, 1H), 3.23 - 3.04 (m, 4H), 2.71 - 2.53 (m, 4H), 2.29 - 2.18 (m, 2H), 2.09 - 2.03 (m, 2H), 1.95 - 1.86 (m, 2H), 1.47 (s, 10H), 1.17 - 0.99 (m, 4H).

Step 3 - Tert-butyl N-[4-[[4-[4-(2,6-dioxo-3-piperidyl)-2-methoxy-phenyl]piperaz in-l-yl]methyl] cyclohexyl]carbamate

[1588] To a solution of tert-butyl N-[4-[[4-[4-(2,6-dibenzyloxy-3-pyridyl)-2-methoxy-phenyl]pip erazin- 1-yl] methyl]cyclohexyl]carbamate (460 mg, 663 pmol) in THF (10 mL) was added Pd/C (300 mg, 281 pmol, 10 wt%) under N2. The suspension was degassed under vacuum and purged with H2 several times. The mixture was stirred under H2 (15 psi) at 25 °C for 16 hrs. On completion, the reaction was filtered and filtrate was concentrated in vacuo to give the title compound (330 mg, 96% yield) as yellow solid. ¹ H NMR (400 MHz, DMSO-A) δ 10.79 (s, 1H), 6.89 - 6.78 (m, 2H), 6.74 - 6.63 (m, 2H), 3.79 - 3.74 (m, 3H), 3.31 (s, 1H), 3.22 - 3.07 (m, 1H), 2.94 (s, 3H), 2.70 - 2.60 (m, 1H), 2.45 (d, J= 4.0 Hz, 4H), 2.25 - 2.17 (m, 1H), 2.16 - 2.08 (m, 2H), 2.07 - 1.97 (m, 1H), 1.77 (d, J= 10.8 Hz, 4H), 1.38 (s, 9H), 1.36 (s, 2H), 1.18 - 1.06 (m, 2H), 0.93 - 0.81 (m, 2H).

Step 4 - 3-[4-[4-[(4-Aminocyclohexyl)methyl]piperazin- 1 -yl]-3-methoxy-phenyl]piperidine-2, 6-dione [1589] A mixture of tert-butyl N-[4-[[4-[4-(2,6-dioxo-3-piperidyl)-2-methoxy-phenyl]piperaz in-l- yl]methyl] cyclohexyl]carbamate (100 mg, 194 pmol) in TFA (460 mg, 4.04 mmol, 0.3 mL) and DCM (1 mL) was stirred at 25 °C for 1 hr. On completion the reaction was concentrated in vacuo to give the title compound (102 mg, 99% yield, TFA) as yellow oil. LC-MS (ESI ⁺ ) m/z 415.2 (M+H) ⁺ .

Synthesis of 3-(3-Fluoro-4-piperazin-l-yl-phenyl)piperidine-2, 6-dione (Intermediate OP)

OP

Step 1 - Tert-butyl 4-[4-(2-ethoxy-2-oxo-ethyl)-2-fluoro-phenyl]piperazine-l-car boxylate

[1590] To a solution of tert-butyl piperazine- 1 -carboxylate (2.85 g, 15.3 mmol, CAS# 143238-38-4) and ethyl 2-(4-bromo-3-fluoro-phenyl)acetate (2.00 g, 7.66 mmol, CAS# 1296223-82-9) in dioxane (20 mL) were added CS2CO3 (7.49 g, 22.9 mmol) and Pd-PEPPSI-IHeptCl (745 mg, 766 pmol), then the mixture was stirred at 100 °C for 10 hrs. On completion, the mixture was filtered and the filtrate was concentrated in vacuo to give the residue. The residue was purified by column chromatography (SiO ₂ , PE:EA= 20:1 to 10:1) to give the title compound (2.50 g, 89% yield) as yellow oil. ¹ H NMR (400 MHz, DMSO-t/g) § 7.10 - 7.04 (m, 1H), 7.02 - 6.95 (m, 2H), 4.07 (q, J= 7.2 Hz, 2H), 3.60 (s, 2H), 3.46 (s, 4H), 2.96 - 2.88 (m, 4H), 1.42 (s, 9H), 1.18 (t, J = 7.2 Hz, 3H). LC-MS (ESH) m/z 367.0 (M+H) ⁺ .

Step 2 - Tert-butyl 4- [4-(2,6-dioxo-3-piperidyl)-2-fluoro-phenyl]piperazine-l -carboxylate

[1591] To a solution of tert-butyl 4- [4-(2-ethoxy-2-oxo-ethyl)-2-fluoro-phenyl]piperazine-l -carboxylate (2.00 g, 5.46 mmol) and prop-2-enamide (1.94 g, 27.3 mmol, CAS# 9003-05-8) in DMF (20 mL) was added tBuONa (524 mg, 5.46 mmol) slowly at -10 °C, then the mixture was stirred at -10 °C for 1 hr under N2. On completion, the mixture was quenched with sat. NH4CI (80 mL) and extracted with EA (40 mL X 3). The combined organic layers were concentrated in vacuo to give the residue. The residue was diluted with EA and PE (60 mL, EA:PE=1 :2) and stirred for 1 hr, then filtered to give the title compound (2.00 g, 93% yield) as light yellow solid. ^† ll NMR (400 MHz, DMSO-d ₆ ) δ 10.82 (s, 1H), 7.07 - 7.02 (m, 1H), 7.01 - 6.94 (m, 2H), 3.83 - 3.79 (m, 1H), 3.46 (s, 4H), 2.96 - 2.91 (m, 4H), 2.68 - 2.59 (m, 1H), 2,47 - 2.46 (m, 1H), 2.25 - 2.14 (m, 1H), 2,02 - 1.94 (m, 1H), 1.41 (s, 9H). LC-MS (ESI ⁺ ) m/z 392.0 (M+H) ⁺ .

Step 3 - 3-(3-Fluoro-4-piperazin-l-yl-phenyl)piperidine-2, 6-dione

[1592] A solution of tert-butyl 4-[4-(2,6-dioxo-3-piperidyl)-2-fluoro-phenyl]piperazine-l-ca rboxylate (300 mg, 766 pmol) in DCM (3 mL) and TFA (1 mL) was stirred at 25 °C for 0.5 hr. On completion, the mixture was concentrated in vacuo to give the title compound (285 mg, 92% yield, TEA) as yellow liquid.

LC-MS (ESI ⁺ ) m/z 292.0 (M+H) ⁺ .

Synthesis of 3-[4-[4-[(4-Aminocyclohexyl)methyl]piperazin-l-yl]-3-fluoro- phenyl]piperidine-2,6- dione (Intermediate OQ)

Step 1 - Tert-butyl N-[4-[[4-[4-(2,6-dioxo-3-piperidyl)-2-fluoro-phenyl]piperazi n-l-yl]methyl] cyclohexyl]carbamate

[1593] To a solution of 3-(3-fluoro-4-piperazin-l-yl-phenyl)piperidine-2, 6-dione (285 mg, 703 pmol, TFA, Intermediate OP) in THF (3 mL) was added TEA (196 pL, 1.41 mmol) and HOAc (40.2 pL, 703 pmol) to adjust pl 6-7. Then tert-butyl N-(4-formylcyclohexyl)carbamate (160 mg, 703 pmol, CAS# 181308-57-6) was added, and the mixture was stirred at -10 °C for 0.5 hr. Next, NaBH(OAc)3 (223 mg, 1.05 mmol) was added, and the mixture was stirred at -10 °C for 1.5 hrs. On completion, the mixture was quenched with water (50 mL) and extracted with EA (30 mL X 3). The combined organic layers were dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (250 mg, 70% yield) as yellow solid. ¹ H NMR (400 MHz, DMSO-A) δ 10.84 (s, 1H), 9.52 - 9.08 (m, 1H), 7.09 - 6.97 (m, 2H), 6.84 - 6.63 (m, 1H), 3.84 - 3.80 (m, 1H), 3.66 - 3.44 (m, 2H), 3.20 - 3.04 (m, 6H), 2.70 - 2.60 (m, 1H), 2.25 - 2.13 (m, 1H), 2.02 - 1.97 (m, 1H), 1.79 - 1.76 (m, 5H), 1.37 (s, 13H), 1.16 (s, 2H), 1.06 - 0.89 (m, 2H). LC-MS (ESI ⁺ ) m/z 503.1 (M+H) ⁺ .

Step 2 - 3-[4-[4-[(4-Aminocyclohexyl)methyl]piperazin- 1 -yl]-3-fluoro-phenyl]piperidine-2, 6-dione

[1594] A solution of tert-butyl N-[4-[[4-[4-(2,6-dioxo-3-piperidyl)-2-fluoro-phenyl]piperazi n-l-yl] methyl]cyclohexyl]carbamate (80.0 mg, 159 pmol) in DCM (1 mL) and TFA (0.3 mL) was stirred at 25 °C for 0.5 hr. On completion, the mixture was concentrated in vacuo to give the title compound (78.0 mg, 95% yield, TEA) as yellow gum. LC-MS (ESI ⁺ ) m/z 403.1 (M+H) ⁺ . Synthesis of 3-[4-[4-[(4-Amino-2-oxabicyclo[2.2.2]octan-l-yl)methyl]piper azin-l-yl]-2-chloro- phenyl] piperidine-2, 6-dione (Intermediate OR)

OR

Step 1 - Tert-butyl N-[l-[[4-[3-chloro-4-(2,6-dioxo-3-piperidyl)phenyl]piperazin -l-yl]methyl]-2- oxabicyclo[2.2.2]octan-4-yl]carbamate

[1595] To a solution of 3 -(2-chloro-4-piperazin-l-yl-phenyl)piperidine-2, 6-dione (200 mg, 474 pmol, TFA, Intermediate PH) in THF (2 mL) and DMF (2 mL) was added TEA (718 pmol, 0.1 mL). Then tert- butyl N-(l-formyl-2-oxabicyclo[2.2.2]octan-4-yl)carbamate (121 mg, 474 pmol, CAS# 1417551-42-8) and AcOH (1.75 mmol, 0.1 mL) was added and the mixture was stirred at 25 °C for 0.5 hr. Next, NaBH(OAc)3 (150 mg, 711 pmol) was added to the former mixture, and the mixture was stirred 25 °C for 1 hr. On completion, the mixture was quenched with H ₂ O (0.5 mL), filtered and concentrated in vacuo to give the residue. The residue was purified by prep-HPLC (column: Waters xbridge 150*25mm lOum; mobile phase: [water (NH4HCO3)-ACN]; gradient: 37%-57% B over 14 min) to give the title compound (190 mg, 73% yield) as a white solid. ‘H NMR (400 MHz, DMSO-t/ ₆ ) δ 10.86 (s, 1H), 7.19 (d, 8.4 Hz, 1H), 7.04 (d,J

= 2.4 Hz, 1H), 6.94 (dd, J= 2.4, 8.8 Hz, 1H), 6.73 (s, 1H), 4.08 (d, J= 7.2 Hz, 1H), 3.84 (s, 2H), 3.84 - 3.75 (m, 2H), 3.66 - 3.58 (m, 2H), 3.26 - 3.12 (m, 6H), 2.81 - 2.69 (m, 1H), 2.56 - 2.48 (m, 1H), 2.28 - 2.20 (m, 1H), 2.02 - 1.89 (m, 5H), 1.85 - 1.78 (m, 2H), 1.73 - 1.64 (m, 2H), 1.36 (s, 9H). LC-MS (ESI ⁺ ) m/z 547.1 (M+H) ⁺ .

Step 2 - 3-[4-[4-[(4-Amino-2-oxabicyclo[2.2.2]octan-l-yl)methyl]piper azin-l-yl]-2-chloro-phenyl] piperidine-2, 6-dione

[1596] To a solution of tert-butyl N-[l-[[4-[3-chloro-4-(2,6-dioxo-3-piperidyl)phenyl]piperazin -l- yl]methyl] -2-oxabicyclo[2.2.2]octan-4-yl]carbamate (100 mg, 182 pmol) in DCM (2 mL) was added TFA (0.5 mL), then the mixture was stirred at 25°C for 1 hr. On completion, the mixture was concentrated in vacuo to give the title compound (100 mg, 97% yield, TFA) as a brown oil. LC-MS (ESI ⁺ ) m/z 447.1 (M+H) ⁺ .

Synthesis of 7 ^† -cyclopentyl-2 ^† -[2-methyl-4-(4-piperidylsulfonyl)anilino]spiro[cyclop ropane -1,5 ^† - pyrrolo[2,3-d]pyrimidine]-6 ^† -one (Intermediate OS)

Step 1 -Tert-butyl 4-[4-[(7 ^† -cyclopentyl-6 ^† -oxo-spiro[cyclopropane- l,5 ^† -pyrrolo[2,3-d]pyrimidine]-2 ^† - yl)amino]-3-methyl-phenyl]sulfonylpiperidine- 1 -carboxylate

[1597] A solution of 7 ^† -cyclopentyl-2 ^† -methylsulfonyl-spiro[cyclopropane- 1 ,5 ^† -pyrrolo[2,3-d]pyrimidine]- 6 ^† -one (50 mg, 163 umol, Intermediate HB), tert-butyl 4-(4-amino-3-methyl-phenyl)sulfonylpiperidine-l- carboxylate (57.66 mg, 163 umol, Intermediate TA), and NaH (26.0 mg, 651 umol, 60% dispersion in mineral oil) in DMF (1 mL) was stirred at 25 °C for 1 hr. On completion, the reaction mixture was quenched by addition of sat. NH4CI at 25 °C, and then diluted with H ₂ O and extracted with EA. The combined organic layers were washed with brine, dried over Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. Then the residue was purified by prep-HPLC (column: Phenomenex luna C18 150*25mm* 10um;mobile phase: [water(FA)-ACN];B%: 47%-77%,8min) to give the title compound (30 mg, 15.9% yield) as a white solid. ¹ H NMR (400 MHz, DMSO-t/ ₆ ) δ 8.94 (s, 1H), 8.06 - 7.91 (m, 2H), 7.65 (d, J= 1.6 Hz, 1H), 7.62 - 7.56 (m, 1H), 4.81 - 4.64 (m, 1H), 4.10 - 3.93 (m, 2H), 3.44 - 3.39 (m, 1H), 2.80 - 2.64 (m, 2H), 2.37 (s, 3H), 2.13 - 2.01 (m, 2H), 1.90 - 1.79 (m, 4H), 1.78 - 1.68 (m, 4H), 1.57 - 1.48 (m, 4H), 1.36 (s, 9H), 1.34 - 1.26 (m, 2H). LC-MS (ESI ⁺ ) mk 582.3 (M+l) ⁺ .

Step 2 - 7 ^† -Cyclopentyl-2 ^† -[2-methyl-4-(4-piperidylsulfonyl)anilino]spiro[cyclop ropane-l,5 ^† -pyrrolo[2,3- d]pyrimidine]-6 ^† -one [1598] To a solution of tert-butyl 4-[4-[(7 ^† -cyclopentyl-6 ^† -oxo-spiro[cyclopropane-l,5 ^† -pyrrolo [2,3- d]pyrimidine]-2 ^† -yl)amino]-3-methyl-phenyl]sulfonylpiperidine-l -carboxylate (25 mg, 42.9 umol) inDCM (1 mL) was added HCl/dioxane (4 M, 10.7 uL). The mixture was then stirred at 25 °C for 1 hr. On completion, the reaction mixture was filtered and concentrated in vacuo to give the title compound (20 mg, 97% yield). LC-MS (ESL) m/z 482.0 (M+H) ⁺ .

Synthesis of2-[4-[4-[(7 ^† -Cyclopentyl-6 ^† -oxo-spiro[cyclopropane-l,5 ^† -pyrrolo[2,3-d]pyrimidine]-2 ^† -yl) amino]-3-methyl-phenyl]sulfonyl-l-piperidyl]ethyl methanesulfonate (Intermediate OT)

Step 1 - 7 ^† -Cyclopentyl-2 ^† -[4-[[ 1 -(2-hydroxyethyl)-4-piperidyl]sulfonyl]-2-methyl-anilino]spi ro

[cyclopropane- 1, 5 ^† -pyrrolo[2,3-d]pyrimidine]-6 ^† -one

[1599] To a solution of 7 ^† -cyclopentyl-2 ^† -[2-methyl-4-(4-piperidylsulfonyl)anilino]spiro[cyclop ropane- l,5 ^† -pyrrolo[2,3-d]pyrimidine]-6 ^† -one (240 mg, 463 umol, HC1, Intermediate OS) in DMF (2 mL) was added K ₂ CO ₃ (128 mg, 926 umol). Then 2-bromoethanol (32.9 uL, 463 umol) was added and the mixture was stirred at 25 °C for 10 hrs. On completion, the mixture was filtered and the filtrate was extracted with EA (30 mL X 3). The combined organic layers were concentrated in vacuo to give the residue. The residue was purified by prep-HPLC (column: Waters xbridge 150*25mm lOum; mobile phase: [water (NH4HCO3)- ACN]; B%: 30%-60%, 11 min) to give the title compound (120 mg, 49% yield) as white solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 8.92 (s, 1H), 7.99 - 7.94 (m, 2H), 7.65 (d, 1.6 Hz, 1H), 7.59 - 7.57 (m, 1H),

4.74 - 4.69 (m, 1H), 4.35 (t,J= 5.2 Hz, 1H), 3.44 - 3.40 (m, 2H), 3.14 - 3.08 (m, 1H), 2.91 (d, J= 11.2 Hz, 2H), 2.36 (s, 3H), 2.33 (t, J = 6.4 Hz, 2H), 2.09 - 2.04 (m, 2H), 1.95 - 1.90 (m, 2H), 1.81 - 1.78 (m, 4H),

1.75 - 1.66 (m, 4H), 1.56 - 1.44 (m, 6H). LC-MS (ESI ⁺ ) m/z 526.1 (M+H) ⁺ . Step 2 - 2-[4-[4-[(7 ^† -Cyclopentyl-6 ^† -oxo-spiro[cyclopropane- l,5 ^† -pyrrolo[2,3-d]pyrimidine]-2 ^† -yl)amino]- 3 -methyl-phenyl]sulfonyl- 1 -piperidyl] ethyl methanesulfonate

[1600] To a solution of 7 ^† -cyclopentyl-2 ^† -[4-[[l-(2-hydroxyethyl)-4-piperidyl]sulfonyl]-2-methy l-anilino] spiro[cyclopropane-l,5 ^† -pyrrolo[2,3-d]pyrimidine]-6 ^† -one (120 mg, 228 umol) in DCM (1 mL) was added TEA (127 uL, 913 umol). Then methane sulfonyl chloride (243 uL, 3.14 mmol) was added at 0 °C, and the mixture was stirred at 25 °C for 1 hr. On completion, the mixture was poured into ice water (30 mL) slowly, then extracted with DCM (20 mL X 3). The combined organic layers were dried over anhydrous Na ₂ SO ₄ and concentrated in vacuo to give the title compound (110 mg, 79% yield) as yellow oil. LC-MS (ESI ⁺ ) m/z 604.1 (M+H) ⁺ .

Synthesis of l-[(4-methoxyphenyI)methyI]-3-(3-methyI-2-oxo-4-piperazin-l- yI-benziinidazol-l-yl) piperidine-2, 6-dione (Intermediate OU)

Step 1 - Tert-butyl 4-(3-methoxycarbonyl-2-nitro-phenyl)piperazine-l-carboxylate

[1601] To a solution of methyl 3-fluoro-2-nitro-benzoate (10.0 g, 50.2 mmol, CAS# 1214353-57-7) and tert-butyl piperazine- 1 -carboxylate (11.2 g, 60.3 mmol, CAS# 143238-38-4) in ACN (100 mL) was added DIPEA(19.5 g, 151 mmol). The reaction mixture was stirred at 50 °C for 12 hrs. On completion, the mixture was concentrated in vacuo. The residue was dissolved in water (200 mL), then extracted with EA (2 X 200 mL). The organic layer was washed with brine (2 X 100 mL), dried with Na ₂ SO ₄ , filtered and the filtrate was concentrated in vacuo to give the title compound (18.3 g, 100% yield) as yellow oil. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 7.86 (dd, J = 1.2, 8.0 Hz, 1H), 7.82 - 7.79 (m, 1H), 7.74 - 7.68 (m, 1H), 3.83 (s, 3H), 3.40 - 3.35 (m, 4H), 2.88 - 2.84 (m, 4H), 1.41 (s, 9H).

Step 2 - Tert-butyl 4-(2-amino-3-methoxycarbonyl-phenyl)piperazine-l-carboxylate

[1602] To a solution of tert-butyl 4-(3-methoxycarbonyl-2-nitro-phenyl)piperazine-l-carboxylate (17.0 g,

46.5 mmol) in THF (15 mL) was added Pd/C (2.00 g, 10 wt%). The reaction mixture was stirred at 20 °C for 12 hrs under H2 (15 Psi) atmosphere. On completion, the mixture was filtered and the filtrate was concentrated in vacuo to give the title compound (15.2 g, 97% yield) as a yellow solid. ’ll NMR (400 MHz, CDCl ₃ ) δ 7.67 (dd, J= 1.2, 8.0 Hz, 1H), 7.10 (dd, J= 1.2, 7.6 Hz, 1H), 6.61 (t, J= 7.6 Hz, 1H), 6.24 (br s, 2H), 4.28 - 3.95 (m, 2H), 3.87 (s, 3H), 3.16 - 2.84 (m, 4H), 2.80 - 2.55 (m, 2H), 1.49 (s, 9H).

Step 3 - Tert-butyl 4- [3 -methoxycarbonyl-2-(methylamino)phenyl]piperazine-l -carboxylate

[1603] To a solution of tert-butyl 4-(2-amino-3-methoxycarbonyl-phenyl)piperazine-l -carboxylate (15.0 g, 44.7 mmol) in l,l,l,3,3,3-hexafluoropropan-2-ol (40 mL) was added methyl trifluoromethanesulfonate (9.54 g, 58.1 mmol) at 0 °C. The reaction mixture was stirred at 0 °C for 0.5 hr. On completion, the mixture was diluted with water (200 mL), then extracted with EA (2 X 200 mL). The organic layer was washed with brine (2 X 200 mL), dried with Na ₂ SO ₄ , filtered and the filtrate was concentrated in vacuo to give the title compound (15.0 g, 96% yield) as a yellow solid. ^† ll NMR (400 MHz, DMSO-d ₆ ) δ 8.16 - 7.90 (m, 1H), 7.46 (dd, J= 1.2, 8.0 Hz, 1H), 7.23 (d, J= 7.6 Hz, 1H), 6.77 (t, J= 7.6 Hz, 1H), 3.80 (s, 3H), 3.55 - 3.45 (m, 4H), 2.87 (s, 3H), 2.80 - 2.74 (m, 4H), 1.42 (s, 9H).

Step 4 - 3-(4-Tert-butoxycarbonylpiperazin-l-yl)-2-(methylamino)benzo ic acid

[1604] To a solution of tert-butyl 4-[3-methoxycarbonyl-2-(methylamino)phenyl]piperazine-l- carboxylate (14.0 g, 40.1 mmol) in a mixed solvent of H ₂ O (20 mL) and MeOH (140 mL) was added NaOH (4.81 g, 120 mmol). The reaction mixture was stirred at 70 °C for 12 hrs. On completion, the mixture was concentrated in vacuo. The residue was diluted with water (200 mL), and extracted with EA ( 100 mL). The organic layer was discarded. The aqueous phase was acidified with HC1 (IN) to pH = 3-5, and extracted with EA (2 X 100 mL). The organic layer was washed with brine (200 mL), dried with Na ₂ SO ₄ , filtered and the filtrate was concentrated in vacuo. The residue was triturated with MeOHTLO (1 :10, 100 mL) and filtered. The filter cake was dried in vacuo to give the title compound (9.60 g, 71% yield) as a white solid. LC-MS (ESI ⁺ ) m/z 336.1 (M+H) ⁺ .

Step 5 - Tert-butyl 4-(3-methyl-2-oxo-lH-benzimidazol-4-yl)piperazine-l-carboxyl ate

[1605] To a solution of 3-(4-tert-butoxycarbonylpiperazin-l-yl)-2-(methylamino)benzo ic acid (9.60 g,

28.6 mmol) and DIPEA (11.1 g, 85.9 mmol) in t-BuOH (200 mL) was added DPPA (7.88 g, 28.6 mmol). The reaction mixture was stirred at 85 °C for 12 hrs. On completion, the mixture was concentrated in vacuo. The residue was diluted with water (200 mL), and extracted with EA (2 X 200 mL). The organic layer was washed with brine (200 mL) and concentrated in vacuo. The residue was purified by reverse phase (0.1% FA condition) to give the title compound (3.35 g, 35% yield) as a white solid. ¹ H NMR (400 MHz, DMSO- d ₆ ) 5 10.84 (s, 1H), 6.94 - 6.87 (m, 1H), 6.85 - 6.79 (m, 1H), 6.75 (dd, J= 1.2, 7.6 Hz, 1H), 4.06 - 3.80 (m, 2H), 3.55 (s, 3H), 3.20 - 2.87 (m, 4H), 2.76 - 2.56 (m, 2H), 1.42 (s, 9H).

Step 6 - Tert-butyl 4-[l-[l-[(4-methoxyphenyl)methyl]-2,6-dioxo-3-piperidyl]-3-m ethyl-2-oxo- benzimidazol-4-yl]piperazine- 1 -carboxylate

[1606] To a solution of tert-butyl 4-(3-methyl-2-oxo-lH-benzimidazol-4-yl)piperazine-l-carboxyl ate (3.30 g, 9.93 mmol) in THF (50 mL) was added t-BuOK (1.67 g, 14.9 mmol) at 0 °C. 1 hr later, and a solution of [l-[(4-methoxyphenyl)methyl]-2,6-dioxo-3-piperidyl] trifluoromethanesulfonate (4.54 g, 11.9 mmol, Intermediate G) in THF (20 mL) was added. The reaction mixture was stirred at 0 °C for 3 hrs. On completion, the mixture was acidified with FA to pl 1 3-5, diluted with water (300 mL), then extracted with EA (2 X 300 mL). The organic layer was washed with brine (200 mL) and concentrated in vacuo. The residue was purified by reverse phase flash (0.1% FA condition) to give the title compound (3.90 g, 70% yield) as a white solid. LC-MS (ESI ⁺ ) m/z 564.3 (M+H) ⁺ .

Synthesis of 2-Methylsulfonyl-8-spiro[2.4]heptan-7-yl-pyrido[2,3-d]pyrimi din-7-one (Intermediate

OV)

ov

Step 1 - Spiro[2.4]heptan-7-ol

[1607] A mixture of spiro[2.4]heptan-7-one (12 g, 108.94 mmol, CAS# 5771-32-4) in EtOH (100 mL) was degassed and purged with N2 for 3 times, then NaBfU (6.34 g, 167 mmol) was added to the mixture at 0 °C. Then the mixture was stirred at 25 °C for 2 hrs under N2 atmosphere. On completion, the reaction mixture was quenched by addition of aq. NH4CI (20 mL) at 0 °C, and then diluted with H ₂ O (300 mL) and extracted with EA (3 X 100 mL). The combined organic layers were washed with brine (2 X 50 mL), dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (9.40 g, 77% yield) as colorless oil. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 4.23 (d, J= 2.8 Hz, 1H), 3.53 - 3.44 (m, 1H), 1.91 - 1.82 (m, 1H), 1.80 - 1.72 (m, 2H), 1.64 - 1.50 (m, 2H), 1.41 - 1.33 (m, 1H), 0.76 - 0.70 (m, 1H), 0.42 - 0.37 (m, 1H), 0.37 - 0.26 (m, 2H).

Step 2 - 2-Spiro[2.4]heptan-7-ylisoindoline- 1,3-dione

[1608] To a solution of spiro[2.4]heptan-7-ol (9.40 g, 83.8 mmol), isoindoline- 1,3-dione (18.4 g, 125 mmol, CAS# 85-41-6) and PPha (32.9 g, 125 mmol) in THF (90 mL) was added D1AD (25.4 g, 125 mmol, 24.4 mL) at 25 °C under N2. The reaction was then stirred at 60 °C for 16 hrs. On completion, the reaction mixture was diluted with H ₂ O (200 mL) and extracted with EA (3 X 100 mL). The combined organic layers were washed with brine (2 X 50 mL), dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. The residue was purified by column chromatography (SiCL, Petroleum ether/Ethyl acetate- 100/1 to 10/1) to give the title compound (1.80 g, 8% yield) as a white solid. ¹ H NMR (400 MHz, DMSO-c/s) δ 7.83 (s, 4H), 4.35 - 4.29 (m, 1H), 2.25 - 2.11 (m, 3H), 2.02 - 1.93 (m, 1H), 1.79 - 1.66 (m, 1H), 1.44 - 1.39 (m, 1H), 0.61 - 0.53 (m, 1H), 0.50 - 0.40 (m, 2H), 0.31 - 0.23 (m, 1H). LC-MS (ESI") m/z 242.0 (M+H) ⁺ .

Step 3 - Spiro[2.4]heptan-7-amine

[1609] To a solution of 2-spiro[2.4]heptan-7-ylisoindoline- 1,3-dione (6.00 g, 24.8 mmol) in THF (50 mL) was added NH ₂ NH ₂ .H ₂ O (7.47 g, 149 mmol, 7.25 mL, CAS# 7803-57-8). The reaction was then stirred at 60 °C for 3 hrs. On completion, the reaction mixture was diluted with THF (30 mL) and filtered. The filtrate was concentrated in vacuo to give the title compound (2.7 g, 98% yield) as colorless oil.

Step 4 - 5-Bromo-2-chloro-N-spiro[2.4]heptan-7-yl-pyrimidin-4-amine

[1610] To a solution of 5-bromo-2,4-dichloro-pyrimidine (4.61 g, 20.2 mmol, 2.60 mL, CAS# 36082-50- 5) in ACN (40 mL) was added TEA (2.66 g, 26.3 mmol, 3.80 mL) and spiro[2.4]heptan-7-amine (2.70 g, 24.2 mmol, 2.60 mL). The mixture was then stirred at 25 °C for 6 hrs. On completion, the reaction mixture was diluted with H ₂ O (200 mL) and extracted with EA (3 X 100 mL). The combined organic layers were washed with brine (2 X 50 mL), dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate 100/1 to 1/1) to give the title compound (5.2 g, 85% yield) as a white solid. ¹ H NMR (400 MHz, CDCl ₃ ) δ 8.08 (s, 1H), 5.47 (d, J= 5.6 Hz, 1H), 4.22 - 4.08 (m, 1H), 2.32 - 2.23 (m, 1H), 1.92 - 1.79 (m, 3H), 1.78 - 1.69 (m, 1H), 1.61 - 1.54 (m, 1H), 0.73 - 0.61 (m, 2H), 0.60 - 0.55 (m, 1H), 0.54 - 0.48 (m, 1H). LC-MS (ESI ⁺ ) m/z 303.8 (M+H) ⁺ .

Step 5 - 5-Bromo-2-methylsulfanyl-N-spiro[2.4]heptan-7-yl-pyrimidin-4 -amine

[1611] To a solution of 5-bromo-2-chloro-N-spiro[2.4]heptan-7-yl-pyrimidin-4-amine (3.40 g, 11.2 mmol) in DMF (34 mL) was added sodium methanethiolate (1.97 g, 28.0 mmol, 1.80 mL, CAS# 5188-07-8). The mixture was then stirred at 25 °C for 2 hrs. On completion, the reaction mixture was diluted with H ₂ O (30 mL) and extracted with EA (3 X 30 mL). The combined organic layers were washed with brine (2 X 30 mL), dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate- 100/1 to 10/1) to give the title compound (3.20 g, 91% yield) as a white solid. ¹ H NMR (400 MHz, CDCl ₃ ) δ 8.04 (s, 1H), 5.29 (d. ,/- 6.0 Hz, 1H), 4.21 - 4.12 (m, 1H), 2.47 (s, 3H), 2.31 - 2.21 (m, 1H), 1.91 - 1.71 (m, 4H), 1.59 - 1.51 (m, 1H), 0.71 - 0.64 (m, 2H), 0.58 - 0.47 (m, 2H). Step 6 - Methyl (E)-3-[2-methylsulfanyl-4-(spiro[2.4]heptan-7-ylamino)pyrimi din-5-yl]prop-2-enoate

[1612] A mixture of 5-bromo-2-methylsulfanyl-N-spiro[2.4]heptan-7-yl-pyrimidin-4 -amine (4.90 g, 15.5 mmol), TEA (4.73 g, 46.7 mmol, 6.50 mL), and Pd(PPha)4 (1.80 g, 1.56 mmol) in DMF (50 mL) was degassed and purged with N2 three times. Then methyl prop-2-enoate (8.42 g, 97.8 mmol, 8.80 mL) was added the mixture, and then the mixture was stirred at 90 °C for 16 hrs under N2 atmosphere. On completion, the reaction mixture was diluted with H ₂ O (50 mL) and extracted with EA (3 X 30 mL). The combined organic layers were washed with brine (2 X 20 mL), dried over anhydrous Na ₂ SO ₄ , fdtered and concentrated in vacuo to give a residue. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acerate- 100/ 1 to 1/1) to give the title compound (4.2 g, 84% yield) as a yellow solid, ¹ H NMR (400 MHz, CDCl ₃ ) δ 8.12 (s, 1H), 7.51 (d, J = 16.0 Hz, 1H), 6.27 (d, 16.0 Hz, 1H), 5.06 (d, <7= 6.8 Hz,

1H), 4.32 - 4.16 (m, 1H), 3.81 (s, 3H), 2.55 - 2.44 (m, 3H), 2.33 - 2.22 (m, 1H), 1.95 - 1.87 (m, 1H), 1.85 - 1.70 (m, 3H), 1.56 - 1.49 (m, 1H), 0.72 - 0.61 (m, 2H), 0.59 - 0.47 (m, 2H).

Step 7 - 2-Methylsulfanyl-8-spiro[2.4]heptan-7-yl-pyrido[2,3-d]pyrimi din-7-one

[1613] To a solution of methyl (E)-3-[2-methylsulfanyl-4-(spiro[2.4]heptan-7-ylamino)pyrimi din-5- yl]prop-2-enoate (2.50 g, 7.83 mmol) in NMP (2 mL) was added DBU (5.96 g, 39.1 mmol, 5.90 mL) at 25 °C. Then the reaction was stirred at 120 °C for 1 hr. On completion, the reaction mixture was diluted with H ₂ O (30 mL) and extracted with EA (3 X 20 mL). The combined organic layers were washed with brine (2 X 10 mL), dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the residue. The residue was purified by reversed-phase HPLC (0.1% FA condition) to give the title compound (2 g, 89% yield) as a yellow solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 8.86 (s, 1H), 7.88 (d, J= 9.6 Hz, 1H), 6.56 (d, J= 9.6 Hz, 1H), 6.02 - 5.46 (m, 1H), 2.56 (s, 3H), 2.48 - 2.31 (m, 2H), 2.12 - 1.95 (m, 2H), 1.85 - 1.74 (m, 1H), 1.36 (s, 1H), 0.64 - 0.56 (m, 1H), 0.53 - 0.33 (m, 2H), 0.03 (d, J= 3.2 Hz, 1H). LC-MS (ESl ⁺ ) m/z 288.0 (M+H) ⁺ .

Step 8 - 2-Methylsulfonyl-8-spiro[2.4]heptan-7-yl-pyrido[2,3-d]pyrimi din-7-one

[1614] To a solution of 2-methylsulfanyl-8-spiro[2.4]heptan-7-yl-pyrido[2,3-d]pyrimi din-7-one (2.20 g, 7.66 mmol) in DCM (20 mL) was added m-CPBA (4.66 g, 22.9 mmol, 85% solution). The mixture was then stirred at 40 °C for 16 hrs. On completion, the reaction mixture was quenched by addition of Na2S20a (5 mL) at 0°C, and then diluted with aq. NaHCOa (30 mL) and extracted with DCM (3 X 15 mL). The combined organic layers were washed with brine (2 X 10 mL), dried with anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate=5/l to 0/1) to give the title compound (2 g, 6.26 mmol, 82% yield) as a white solid. ¹ H NMR (400 MHz, CDCl ₃ ) δ 8.92 (s, 1H), 7.70 (d, J= 9.6 Hz, 1H), 6.86 (d, J= 9.6 Hz, 1H), 6.04 - 5.57 (m, 1H), 3.37 (s, 3H), 2.70 - 2.38 (m, 2H), 2.24 - 2.11 (m, 2H), 1.96 - 1.84 (m, 1H), 1.48 - 1.38 (m, 1H), 0.71 - 0.60 (m, 2H), 0.55 (d, <7 = 1.6 Hz, 1H), 0.11 - -0.21 (m, 1H). Synthesis of 6-Chloro-2- [2-methyl-4-(4-piperidylsulfonyl)anilino] -8-spiro [2.4] heptan-7-yl- pyrido[2,3-d]pyrimidin-7-one (Intermediate OW)

Step 1 - Tert-butyl 4-[3-methyl-4-[(7-oxo-8-spiro[2.4]heptan-7-yl-pyrido[2,3-d]p yrimidin-2-yl)amino] phenyl]sulfonylpiperidine- 1 -carboxylate

[1615] To a solution of tert-butyl 4-(4-amino-3-methyl-phenyl)sulfonylpiperidine-l -carboxylate (332 mg, 939 umol, Intermediate TA) in DMF (3 mL) was added t-BuOK (421 mg, 3.76 mmol) and2-methylsulfonyl- 8-spiro[2.4]heptan-7-yl-pyrido[2,3-d]pyrimidin-7-one (300 mg, 939 umol, Intermediate OV). The mixture was then stirred at 0 °C for 2 hos. On completion, the reaction mixture was quenched by addition H ₂ O (10 mL) at 25 °C, and then extracted with EA (3 X 10 mL). The combined organic layers were washed with brine (2 X 10 mL), dried over by anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. Then the residue was purified by prep-HPLC (column: Phenomenex luna C18 150*25mm* 10um;mobile phase: [water(FA)-ACN];B%: 50%-80%, 10min) to give the title compound (317 mg, 56% yield) as a white solid. LC-MS (ESI ⁺ ) m/z 594.4 (M+H) ⁺ .

Step 2 - Tert-butyl4-[4-[(6-chloro-7-oxo-8-spiro[2.4]heptan-7-yl-pyri do[2,3-d]pyrimidin-2-yl)amino]-3- methyl-phenyl]sulfonylpiperidine- 1 -carboxylate

[1616] To a solution of tert-butyl 4-[3-methyl-4-[(7-oxo-8-spiro[2.4]heptan-7-yl-pyrido[2,3-d]p yrimidin- 2-yl)amino]phenyl]sulfonylpiperidine-l -carboxylate (280 mg, 471 umol) in DMF (3 mL) was added NCS (188 mg, 1.41 mmol, CAS# 128-09-6). The mixture was then stirred at 70 °C for 1 hr. On completion, the reaction mixture was diluted with water (100 mL) before extracting with EA (3 X 50 mL). The combined organic phase was washed with brine (100 mL), dried over anhydrous Na ₂ SO ₄ , and concentrated in vacuo to give a residue. The residue was purified by prep-TLC (Petroleum ether: Ethyl acetate=5: 1 ) to give the title compound (100 mg, 33% yield) as a white solid. ¹ H NMR (400 MHz, DMSO-c4) δ 9.68 (s, 1H), 8.76 (s, 1H), 8.18 (s, 1H), 7.90 - 7.78 (m, 1H), 7.73 (s, 1H), 7.66 (d, J= 7.6 Hz, 1H), 5.74 (s, 1H), 4.04 - 3.99 (m, 2H), 3.53 - 3.39 (m, 2H), 2.83 - 2.68 (m, 3H), 2.56 (s, 3H), 2.35 (s, 3H), 1.86 (d, J= 12.0 Hz, 2H), 1.74 - 1.59 (m, 1H), 1.37 (s, 9H), 1.34 - 1.25 (m, 2H), 0.53 - 0.28 (m, 3H), 0.04 (s, 1H). LC-MS (ESH) m/z 628.2 (M+H) ⁺ .

Step 3 - 6-Chloro-2-[2-methyl-4-(4-piperidylsulfonyl)anilino]-8-spiro [2.4]heptan-7-yl-pyrido[2,3- d]pyrimidin-7-one

[1617] To a solution of tert-butyl4-[4-[(6-chloro-7-oxo-8-spiro[2.4]heptan-7-yl-pyri do[2,3-d]pyrimidin-2- yl) amino]-3-methylphenyl]sulfonylpiperidine-l-carboxylate (55.0 mg, 87.5 umol) in DCM (0.5 mL) was added TFA(9.98 mg, 87.5 umol). The mixture was then stirred at 25 °C for 1 hr. On completion, the reaction mixture was diluted with water (100 mL), and extracted with DCM (3 X 50 mL). The combined organic phase was washed with brine (2 X 50 mL), dried over anhydrous Na ₂ SO ₄ , and concentrated in vacuo to give the title compound (40 mg, 86% yield) as a white solid. LC-MS (ESI ⁺ ) m/z 528.1 (M+H) ⁺ .

Synthesis of 2-[l-[l-(2,6-dioxo-3-piperidyl)-3-methyl-2-oxo-benzimidazol- 4-yl]-4- piperidyl] acetaldehyde (Intermediate OX)

Ruphos, toluene

Step 1 - 2-(4-Piperidyl)ethanol [1618] To a solution of tert-butyl 4-(2-hydroxyethyl)piperidine- 1 -carboxylate (5.00 g, 21.8 mmol, CAS# 198892-80-7) in DCM (50.0 mL) was added HCl/dioxane (4.00 M, 50.0 mL). The mixture was then stirred at rt for 0.5 hr. On completion, the mixture was concentrated in vacuo. The mixture was diluted with MeOH (50 mL) and stirred with basic ion exchange resin for 1 hr. The mixture was then filtered and the filtrate was concentrated in vacuo to give the title compound (2.8 g, 99% yield) as yellow oil. NMR (4 ¹ H00MHz, DMSO-r/ _fi ) δ 4.49 - 4.33 (m, 1H), 3.52 - 3.46 (m, 2H), 3.21 - 3.16 (m, 2H), 2.85 - 2.70 (m, 2H), 1.80 - 1.70 (m, 2H), 1.67 - 1.54 (m, 1H), 1.51 - 1.30 (m, 2H), 1.30 - 1.13 (m, 2H)

Step 2 - Tert-butyl-dimethyl-[2-(4-piperidyl)ethoxy] silane

[1619] To a solution of 2-(4-piperidyl) ethanol (2.80 g, 21 .6 mmol) in DCM (30.0 mL) was added TBSC1 (3.92 g, 26.0 mmol) and imidazole (2.95 g, 43.3 mmol). The mixture was then stirred at rt for 16 hrs. On completion, the mixture was diluted with DCM (50 mL) and washed with H ₂ O (3 X 70 mL). The organic layers were washed with brine (3 X 50 mL) dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (3 g, 56% yield) as yellow oil. ¹ H NMR (400MHz, CDCl ₃ ) δ 3.66 (t, J= 6.4 Hz, 2H), 3.30 - 3.20 (m, 2H), 2.79 - 2.62 (m, 2H), 1.83 - 1.73 (m, 2H), 1.70 - 1.55 (m, 1H), 1.52 - 1.45 (m, 2H), 1.43 - 1.29 (m, 2H), 0.92 (s, 9H), 0.10 (s, 6H)

Step 3 - 3-[4-[4-[2-[Tert-butyl(dimethyl)silyl]oxyethyl]-l-piperidyl] -3-methyl-2-oxo-benzimidazol-l-yl] piperidine-2, 6-dione

[1620] To a solution of tert-butyl-dimethyl-[2-(4-piperidyl)ethoxy]silane (863 mg, 3,55 mmol), 3-(4- bromo-3-methyl-2-oxobenzimidazol-l-yl)piperidine-2, 6-dione (600 mg, 1.77 mmol, Intermediate H) in toluene (10.0 mL) was added [2-(2-aminophenyl)phenyl]-chloro-palladium dicyclohexyl- [2-(2, 6- diisopropoxyphenyl)phenyl]phosphane (137 mg, 177 umol), RuPhos (82.8 mg, 177 umol) and LiHMDS (1.00 M, 8.87 mL) under N2. The mixture was then stirred at 80 °C for 1 hr under N2. On completion, the mixture was concentrated in vacuo. Then diluted with DMF (6.00 mL), filtered and the filtrate was acidified with FA until the pl 1=5. The filtrate was concentrated in vacuo. The mixture was then purified by reverse phase: (0.1% FA) to give the title compound (460 mg, 51% yield) as yellow solid. ¹ H NMR (400MHz, DMSO-A) 5 11.08 (s, 1H), 7.02 - 6.78 (m, 3H), 5.40 - 5.30 (m, 1H), 3.67 (t, J= 6.4 Hz, 2H), 3.61 (s, 3H), 3.15 - 3.05 (m, 2H), 2.97 - 2.81 (m, 1H), 2.74 - 2.66 (m, 2H), 2.65 - 2.56 (m, 2H), 2.04 - 1.93 (m, 1H), 1.80 - 1.70 (m, 2H), 1.55 - 1.45 (m, 3H), 1.44 - 1.31 (m, 2H), 0.88 (s, 9H), 0.05 (s, 6H), LC-MS (ESI ⁺ ) m/z 501.2 (M+H) ⁺ .

Step 4 - 3-[4-[4-(2-Hydroxyethyl)- 1 -piperidyl]-3-methyl-2-oxo-benzimidazol- 1 -yl]piperidine-2, 6-dione

[1621] To a solution of 3-[4-[4-[2-[tert-butyl(dimethyl)silyl]oxyethyl]-l-piperidyl] -3-methyl-2-oxo- benzimidazol-l-yl]piperidine-2, 6-dione (400 mg, 798 umol) in a mixture solvent of ACN (4.00 mL) and H ₂ O (0.5 mL) was added TFA (1.54 g, 13.5 mmol). The mixture was then stirred at 25 °C for 1 hr. On completion, the mixture was concentrated in vacuo. The mixture was diluted with H ₂ O (10 mL) and extracted with EA (3 X 10 mL). The organic layer were washed with brine (2 X 10 mL), dried over anhydrous Na ₂ SO ₄ , fdtered and concentrated in vacuo to give the title compound (280 mg, 90% yield) as yellow solid. ¹ H NMR (400MHz, DMSO-d ₆ ) δ 11.08 (s, 1H), 7.07 - 6.78 (m, 3H), 5.40 - 5.30 (m, 1H), 4.38 (t, J = 5.2 Hz, 1H), 3.62 (s, 3H), 3.52 - 3.44 (m, 2H), 3.15 - 3.05 (m, 2H), 2.95 - 2.81 (m, 1H), 2.75 - 2.58 (m, 4H), 2.04 - 1.94 (m, 1H), 1.84 - 1.71 (m, 2H), 1.59 - 1.26 (m, 5H), LC-MS (ESL) m/z 387.1 (M+H) ⁺ .

Step 5 - 2-[l-[l-(2,6-Dioxo-3-piperidyl)-3-methyl-2-oxo-benzimidazol- 4-yl]-4-piperidyl]acetaldehyde [1622] To a solution of 3-[4-[4-(2-hydroxyethyl)-l-piperidyl]-3-methyl-2-oxo-benzimi dazol-l-yl] piperidine-2, 6-dione (100 mg, 258.7 umol) in DCM (3.00 mL) was added DMP (164 mg, 388 umol) and NaHCCL (108 mg, 1.29 mmol). The mixture was then stirred at rt for 1 hr. On completion, the mixture was diluted with DCM ( 15 mL), quenched with saturated ^28263 ( 15 mL) and washed with saturated N aHCO3 (2 X 15 mL). The organic layer was dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (95 mg, 95% yield) as yellow solid. ¹ H NMR (400MHz, DMSO-d ₆ ) δ 11.08 (s, 1H), 9.75 - 9.65 (m, 1H), 7.02 - 6.78 (m, 3H), 5.38 - 5.28 (m, 1H), 3.61 (s, 3H), 3.15 - 3.05 (m, 2H), 2.94 - 2.80 (m, 1H), 2.77 - 2.64 (m, 3H), 2.64 - 2.58 (m, 1H), 2.46 - 2.40 (m 2H), 2.06 - 1.89 (m, 2H), 1.79 - 1.72 (m, 2H), 1.50 - 1.35 (m, 2H), LC-MS (ESI ⁺ ) m/z 385.1 (M+H) ⁺

Synthesis of 2 ^† -[4-(7-Azaspiro[3.5|nonan-2-ylsulfonyl)-2-methyl-anili no]-7 ^† -cyclopentyl- spiro[cyclopropane-l,5 ^† -pyrrolo[2,3-d]pyrimidine]-6 ^† -one (Intermediate OY)

Step 1 - Tert-butyl 2-[4-[(7 ^† -cyclopentyl-6 ^† -oxo-spiro[cyclopropane-l,5 ^† -pyrrolo[2,3-d]pyrimidine]-2 ^† - yl)amino]-3-methyl-phenyl]sulfonyl-7-azaspiro[3.5]nonane-7-c arboxylate [1623] To a mixture of tert-butyl 2-(4-amino-3-methyl-phenyl)sulfonyl-7-azaspiro[3.5]nonane-7- carboxylate (400 mg, 1.01 mmol, Intermediate PF) in DMF (8 mL) was added 4A molecular sieves (100 mg), then the t-BuOK (455 mg, 4.06 mmol) was added at 0 °C and the mixture was stirred for O.lh. Next, 7 ^† -cyclopentyl-2’-methylsulfonyl-spiro[cyclopropane-l, 5 ^† - pyrrolo[2,3-d]pyrimidine]-6’-one (374 mg, 1.22 mmol, Intermediate HB) was added at 0 °C, the reaction mixture was stirred at 0 °C for Ihr. On completion, the reaction mixture was filtered and the filtrate was concentrated in vacuo. The residue was purified by prep-HPLC to give the title compound (150 mg, 24% yield) as black brown solid. ¹ H NMR (400 MHz, DMSO-c/s) δ 8.89 (s, 1H), 8.01 - 7.91 (m, 2H), 7.70 - 7.56 (m, 2H), 4.72 (quin, J= 8.4 Hz, 1H), 4.08 (quin, ./ - 8.4 Hz, 1H), 3.40 (s, 1H), 2.35 (s, 3H), 2.14 - 2.03 (m, 6H), 1.99 - 1.92 (m, 2H), 1.86 - 1.72 (m, 5H), 1.71 - 1.66 (m, 2H), 1.55 - 1.51 (m, 3H), 1.50 - 1.40 (m, 5H), 1.37 (s, 9H). LC-MS (ESI ⁺ ) m/z 622.6 (M + H) ⁺ .

Step 2 - 2 ^† -[4-(7-Azaspiro[3.5]nonan-2-ylsulfonyl)-2-methyl-anili no]-7 ^† -cyclopentyl- spiro[cyclopropane- l,5 ^† -pyrrolo[2,3-d]pyrimidine]-6 ^† -one

[1624] To a mixture of tert-butyl 2-[4-[(7 ^† -cyclopentyl-6 ^† -oxo-spiro[cyclopropane-l,5 ^† -pyrrolo[2,3- d]pyrimidine]-2 ^† -yl)amino]-3-methyl-phenyl]sulfonyl-7-azaspiro[3.5]non ane-7-carboxylate (100 mg, 161 umol) in DCM (1 mL) was added HCl/dioxane (1 M, 161 uL), then the mixture was stirred at 25 °C for 0.5 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (85.0 mg, 95% yield, HC1) as black brown solid. LC-MS (ESI ⁺ ) m/z 522.1 (M + H) ⁺ .

Synthesis of 4- [4- [ [Tert-butyl(diphenyl)silyl| oxymethyl] cyclohexyl] sulfonyl-2-methyl-aniline (Intermediate OZ) Step 1 - 4-[[Tert-butyl(diphenyl)silyl]oxymethyl]cyclohexanol

[1625] To a solution of 4-(hydroxymethyl)cyclohexanol (8.00 g, 61.4 mmol, CAS# 3685-24-3) in DMF (80 mL) was added TBDPS-C1 (17.7 g, 64.5 mmol, 16.5 mL) and imidazole (5.02 g, 73.7 mmol). The mixture was then stirred at 25 °C for 14 hrs. On completion, the mixture was diluted with H ₂ O (100 mL), and extracted with EA (2 X 30 mL). The organic layers were washed with brine (2 X 30 mL), dried over anhydrous Na ₂ SO ₄ , fdtered and concentrated in vacuo to give a residue. The residue was purified by prep- HPLC (column: Phenomenex luna C18 250*50mm*10 um; mobile phase: [water(FA)-ACN];B%: 65%- 95%, 20min) to give the title compound (3.5 g, 16% yield) as colorless oil. ¹ H NMR (400 MHz, CDCl ₃ ) δ 7.71 - 7.65 (m, 4H), 7.45 - 7.37 (m, 6H), 4.00 (d, J = 2.4 Hz, 1H), 3.53 (d, J = 6.4 Hz, 2H), 1.95 (s, 1H), 1.76 - 1.68 (m, 2H), 1.67 - 1.56 (m, 5H), 1.48 - 1.38 (m, 2H), 1.07 (s, 9H).

Step 2 [4-[[Tert-butyl(diphenyl)silyl]oxymethyl]cyclohexyl]methanes ulfonate

[1626] To a solution of 4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexanol (3.20 g, 8.68 mmol) in DCM (30 mL) was added TEA (1.76 g, 17.3 mmol, 2.5 mL) and methylsulfonyl methanesulfonate (2.27 g, 13.0 mmol). The mixture was then stirred at 25 °C for 2 hrs. On completion, the mixture was diluted with H ₂ O (100 mL), and extracted with EA (2 X 30 mL). The organic layers were washed with brine (2 X 30 mL), dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (3.80 g, 98% yield) as colorless oil. ¹ H NMR (400 MHz, CDCl ₃ ) δ 7.68 - 7.64 (m, 4H), 7.46 - 7.37 (m, 6H), 5.00 (s, 1H), 3.51 (d, J= 6.0 Hz, 2H), 3.01 (s, 3H), 2.10 - 2.05 (m, 2H), 1.66 - 1.61 (m, 4H), 1.48 - 1.39 (m, 3H), 1.06 (s, 9H).

Step 3 - Tert-butyl-[[4-(3-methyl-4-nitro-phenyl)sulfanylcyclohexyl]m ethoxy]-diphenyl-silane

[1627] To a solution of [4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexyl] methanesulfonate (4.10 g, 9.18 mmol) and 3-methyl-4-nitro-benzenethiol (1.63 g, 9.64 mmol, CAS# 53827-87-5) in DMF (40 mL) was added CS2CO3 (7.48 g, 22.9 mmol) and KJ (304 mg, 1.84 mmol). The mixture was then stirred at 70 °C for 14 hrs. On completion, the mixture was diluted with H ₂ O (100 mL), and extracted with EA (2 X 30 mL). The organic layers were washed with brine (2 X 30 mL), dried over by anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. The residue was purified by column chromatography (SiO ₂ , PE/EA= 100/1 to 98/1) to give the title compound (1.80 g, 38% yield) as yellow oil. ¹ H NMR (400 MHz, CDCl ₃ ) δ 8.01 - 7.91 (m, 1H), 7.68 - 7.64 (m, 4H), 7.45 - 7.37 (m, 6H), 7.24 - 7.18 (m, 2H), 3.50 (d, J= 6.0 Hz, 2H), 3.25 - 3.14 (m, 1H), 2.62 - 2.59 (m, 3H), 2.18 - 2.10 (m, 2H), 1.96 - 1.88 (m, 2H), 1.65 - 1.57 (m, 1H), 1.43 - 1.37 (m, 2H), 1.22 - 1.10 (m, 2H), 1.07 - 1.05 (m, 9H).

Step 4 - Tert-butyl-[[4-(3-methyl-4-nitro-phenyl)sulfonylcyclohexyl]m ethoxy]-diphenyl-silane [1628] To a solution of tert-butyl-[[4-(3-methyl-4-nitro-phenyl)sulfanylcyclohexyl]m ethoxy]-diphenyl- silane (1.80 g, 3.40 mmol) in DCM (20 mL) was added m-CPBA (3.52 g, 17.3 mmol, 85% solution) at 0 °C. The mixture was then stirred at 40 °C for 2 hrs. On completion, the reaction mixture was quenched by addition of Na ₂ S ₂ O ₃ (3 mL) at 0 °C, and then diluted with aq. Nal 1CCL (30 mL) and extracted with DCM (3 X 15 mL). The combined organic layers were washed with brine (2 X 10 mL), dried with anhydrous

Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. The residue was purified by column chromatography (SiO ₂ , PE/EA=100/l to 20/1) to give the title compound (1.91 g, 100% yield) as yellow oil.

Step 5 - 4-[4-[[Tert-butyl(diphenyl)silyl]oxymethyl]cyclohexyl]sulfon yl-2-methyl-aniline

[1629] To a solution of tert-butyl-[[4-(3-methyl-4-nitro-phenyl)sulfonylcyclohexyl]m ethoxy]-diphenyl- silane (1.91 g, 3.46 mmol) in EtOH (20 mL) and PLO (2 mL) was added Fe (966 mg, 17.3 mmol) and NH4CI (925mg, 17.3 mmol). The mixture was then stirred at 80 °C for 1 hr. On completion, the reaction mixture was concentrated in vacuo to remove EtOH. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate- 100/1 to 98/1) to give the title compound (1.4 g, 74% yield) as a yellow oil. ¹ H NMR (400 MHz, DMSO-d _fi ) δ 7.57 (dd, ./- 1.6, 7.6 Hz, 4H), 7.46 - 7.38 (m, 6H), 7.33 - 7.27 (m, 2H), 6.71 - 6.65 (m, 1H), 5.90 - 5.84 (m, 2H), 3.40 (d, J= 6.0 Hz, 2H), 2.92 - 2.83 (m, 1H), 2.11 - 2.05 (m, 3H), 1.91 (d, J = 11.2 Hz, 2H), 1.79 (d, ./- 11.2 Hz, 2H), 1.72 - 1.54 (m, 3H), 1.43 - 1.36 (m, 2H), 0.97 (s, 9H). LC-MS (ESH) m/z 522.0 (M+H) ⁺ .

Synthesis of 4-[4-[(7 ^† -Cyclopentyl-6 ^† -oxo-spiro[cyclopropane-l,5 ^† -pyrrolo[2,3-d]pyrimidine]-2 ^† - yl)amino]- 3-methyl-phenyl]sulfonylcyclohexanecarbaldehyde (Intermediate PA)

Step 1 - 2 ^† -[4-[4-[[Tert-butyl(diphenyl)silyl]oxymethyl]cyclohexy l]sulfonyl-2-methyl-anilino]-7 ^† - cyclopentyl-spiro[cyclopropane-l,5 ^† -pyrrolo[2,3-d]pyrimidine]-6 ^† -one

[1630] To a solution of 4-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexyl]sulfon yl-2-methyl-aniline (200 mg, 383 umol, Intermediate OZ) in DMF (2 mL) was added t-BuOK (172 mg, 1.53 mmol) and 7 ^† - cyclopentyl-2 ^† -methylsulfonyl-spiro[cyclopropane-l,5 ^† -pyrrolo[2,3-d]pyrimidine]-6 ^† -one (129 mg, 421 umol, Intermediate HB). The mixture was then stirred at 25 °C for 1 hr. On completion, the reaction mixture was diluted with H ₂ O (10 mL) and extracted with EA (10 mL X 3). The combined organic layers were washed with brine (5 mL X 2), dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. The residue was purified by prep-TLC (SiO ₂ , PE: EA = 4:1) to give the title compound (140 mg, 49% yield) as a white solid. ¹ H NMR (400 MHz, CDCl ₃ ) δ 8.48 (d, J = 8.4 Hz, 1H), 7.74 - 7.68 (m, 3H), 7.66 - 7.60 (m, 4H), 7.44 - 7.35 (m, 6H), 4.89 - 4.80 (m, 1H), 3.45 (d, J= 6.0 Hz, 2H), 2.92 - 2.77 (m, 2H), 2.48 - 2.42 (m, 3H), 2.24 (dd, J= 9.2, 12.0 Hz, 2H), 2.15 (d, J= 11.2 Hz, 2H), 1.98 - 1.89 (m, 6H), 1.82 - 1.79 (m, 2H), 1.73 - 1.64 (m, 3H), 1.61 - 1.57 (m, 2H), 1.54 - 1.43 (m, 3H), 1.05 - 1.02 (m, 9H), 1.01 - 0.92 (m, 1H). LC-MS (ESI ⁺ ) m/z 749.8 (M+H) ⁺ .

Step 2 7 ^† -Cyclopentyl-2 ^† -[4-[4-(hydroxymethyl)cyclohexyl]sulfonyl-2-methyl-ani lino]spiro[cyclopropane- l,5 ^† -pyrrolo[2,3-d]pyrimidine]-6 ^† -one [1631] A solution of 2 ^† -[4-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexy l]sulfonyl-2- methyl- anilino]-7 ^† -cyclopentyl-spiro[cyclopropane-l,5 ^† -pyirolo[2,3-d]pyrimidine]-6 ^† -one (130 mg, 173 umol) in HCl/dioxane (1 mL, 4M) was stirred at 25 °C for 14 hrs. On completion, the reaction mixture was concentrated under reduced pressure to give a residue. The residue was purified by prep-TLC (SiO ₂ , PE: EA = 0: 1) to give the title compound (86.0 mg, 92% yield) as a white solid. LC-MS (ESI ⁺ ) m/z 511.4 (M+H) ⁺ .

Step 3 - 4-[4-[(7 ^† -Cyclopentyl-6 ^† -oxo-spiro[cyclopropane-l,5 ^† -pyrrolo[2,3-d]pyrimidine]-2 ^† -yl)amino]- 3- methyl-phenyl]sulfonylcyclohexanecarbaldehyde

[1632] To a solution of 7 ^† -cyclopentyl-2 ^† -[4-[4-(hydroxymethyl)cyclohexyl]sulfonyl-2-methyl- anilino]spiro [cyclopropane- l,5 ^† -pyrrolo[2,3-d]pyrimidine]-6 ^† -one (86.0 mg, 168 umol) in DCM (1 mL) was added DMP (107 mg, 252 umol). The mixture was then stirred at 25 °C for 2 hos. On completion, the reaction mixture was quenched by addition of Na2S20a (0.5 mL) at 25 °C, and then diluted with aq. NaHCO3 (5 mL) and extracted with DCM (5 mL X 3). The combined organic layers were washed with brine (3 mL X 2), dried over Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (85 mg, 99% yield) as yellow oil. LC-MS (ESI ⁺ ) m/z 509.3 (M+H) ⁺ .

Synthesis of2-[4-(7-Azaspiro[3.5]nonan-2-ylsulfonyl)-2-methyl-anilino] -6-chloro-8-spiro[2.4]heptan-

7- yl-pyrido[2,3-d]pyrimidin-7-one (Intermediate PB)

Step 1 - Tert-butyl 2-[3-methyl-4-[(7-oxo-8-spiro[2.4]heptan-7-yl-pyrido[2,3-d]p yrimidin-2-yl)amino] phenyl] sulfonyl- 7 - azaspiro [3.5 ]nonane-7-carboxylate

[1633] To a solution of tert-butyl 2-(4-amino-3-methyl-phenyl)sulfonyl-7-azaspiro[3.5]nonane-7- carboxylate (30.0 mg, 76.0 umol, Intermediate PF) in DMF (2 mL) was added LBuOK (34.1 mg, 304 umol) and 2-methylsulfonyl-8-spiro[2.4]heptan-7-yl-pyrido[2,3-d]pyrimi din-7-one (24.2 mg, 76.0 umol, Intermediate OV). The mixture was then stirred at 0 °C for 1 hr. On completion, the reaction mixture was partitioned between H ₂ O (10 mL) and EA (10 mL). The organic phase was separated, washed with EA (10 mL X 2), dried over anhydrous sodium sulfate, filtered and concentrated in vacuo to give a residue. The residue was purified by prep-TLC (SiO ₂ , PE:EA = 1 : 1) to give the title compound (30.0 mg, 62% yield) as a white solid. LCMS (ESI ⁺ ) m/z 634.1 (M+H) ⁺ .

Step 2 - Tert-butyl 2-[4-[(6-chloro-7-oxo-8-spiro[2.4]heptan-7-yl-pyrido[2,3-d]p yrimidin-2-yl) amino]-3- methyl-phenyl]sulfonyl-7-azaspiro[3.5]nonane-7-carboxylate

[1634] To a solution of tert-butyl 2-[3-methyl-4-[(7-oxo-8-spiro[2.4]heptan-7-yl-pyrido[2,3-d]p yrimidin- 2-yl) amino]phenyl]sulfonyl-7-azaspiro[3.5]nonane-7-carboxylate (30.0 mg, 47.3 umol) in DMF (1 mL) was added NCS (18.9 mg, 142 umol). The mixture was then stirred at 70 °C for 1 hr. On completion, the reaction mixture was concentrated in vacuo to give a residue. The residue was purified by prep-HPLC (column: Phenomenex luna C18 150*25mm* 10um;mobile phase: [water(FA)-ACN];B%: 62%-92%,9min) to give the title compound (18.0 mg, 56% yield) as a white solid. ^† H NMR (400 MHz, DMSO-de) δ 9.67 (s, 1H), 8.75 (s, 1H), 8.23 - 8.10 (m, 1H), 7.84 - 7.64 (m, 3H), 5.79 - 5.52 (m, 1H), 4.25 - 4.03 (m, 1H), 3.25 - 3.17 (m, 4H), 2.34 (s, 3H), 2.14 - 2.07 (m, 2H), 2.03 - 1.91 (m, 4H), 1.75 - 1.61 (m, 1H), 1.58 - 1.47 (m, 3H), 1.43 (s, 2H), 1.37 (s, 9H), 1.32 - 1.09 (m, 2H), 0.58 - 0.30 (m, 3H), 0.15 - 0.01 (m, 1H). LCMS (ESI ⁺ ) m/z 668.2 (M+H) ⁺ .

Step 3 - 2-[4-(7-Azaspiro[3.5]nonan-2-ylsulfonyl)-2-methyl-anilino]-6 -chloro-8-spiro[2.4]heptan-7- yl- pyrido[2,3-d]pyrimidin-7-one

[1635] To a solution of tert-butyl 2-[4-[(6-chloro-7-oxo-8-spiro[2.4]heptan-7-yl-pyrido[2,3-d]p yrimidin- 2-yl) amino]-3-methyl-phenyl]sulfonyl-7-azaspiro[3.5]nonane-7-carb oxylate (18.0 mg, 26.9 umol) in DCM (0.6 mL) was added TFA (0.2 mL). The mixture was then stirred at 25 °C for 0.5 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (18.0 mg, 97% yield, TFA) as a white solid. LCMS (ESI ⁺ ) m/z 568.2 (M+H) ⁺ .

Synthesis of l-[3-(2,6-Dioxo-3-piperidyl)-2-oxo-l,3-benzoxazol-7-yl]piper idine-4-carbaldehyde

(Intermediate PC)

Step 1 - 3-(7-Bromo-2-oxo-l,3-benzoxazol-3-yl)piperidine-2, 6-dione

[1636] To a solution of 7-bromo-3H-l,3-benzoxazol-2-one (2.00 g, 9.35 mmol, CAS# 871367-14-5) and 3-bromopiperidine-2, 6-dione (3.59 g, 18.6 mmol) in DMF (20 mL) was added CS2CO3 (6.09 g, 18.6 mmol) at 0 °C, then the mixture was stirred at 50 °C for 16 hrs. On completion, the mixture was filtered, diluted with water (150mL) and extracted with EA (3 X 100 mL). The combined organic layer was dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the residue. The residue was purified by column chromatography (SiCh, PE: EA=5: 1 to 1: 1) to give the compound (1.00 g, 33% yield) as yellow solid. ¹ H NMR (400 MHz, DMSO-A) δ ppm 2.59 - 2.76 (m, 3 H) 2.82 - 2.93 (m, 1 H) δ.39 (m, 1 H) 7.15 - 7.21 (m, 1 H) 7.28 - 7.32 (m, 1 H) 7.38 (d, ./~8.2 Hz, 1 H) 11.24 (s, 1 H). LC-MS (ESI ⁺ ) m/z 326.8 (M+H) ⁺ .

Step 2 - 3-[7-[4-(Dimethoxymethyl)-l-piperidyl]-2-oxo-l,3-benzoxazol- 3-yl]piperidine-2, 6-dione

[1637] To a solution of 3-(7-bromo-2-oxo-l,3-benzoxazol-3-yl)piperidine-2, 6-dione (500 mg, 1.54 mmol) and 4-(dimethoxymethyl)piperidine (269 mg, 1.69 mmol, CAS# 188646-83-5) in dioxane (5 mL) was added CS2CO3 (1.00 g, 3.08 mmol) and l,3-bis[2,6-bis(l-propylbutyl)phenyl]-4,5-dichloro-2H- imidazol- 1 -ium-2-ide 3 -chloropyridine dichloropalladium (150 mg, 154 umol). Then the mixture was stirred at 100 °C for 16 hrs. On completion, the mixture was filtered, diluted with EA (3 X 100 mL) and extracted with water (250 mL). The combined organic layer was dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the residue. The residue was purified by column chromatography (SiO ₂ , PE: EA=10: l to 1 :5) to give the compound (90.0 mg, 15% yield) as brown solid. LC-MS (ESI+) m/z 404.2 (M+H) ⁺ .

Step 3 - l-[3-(2,6-Dioxo-3-piperidyl)-2-oxo-l,3-benzoxazol-7-yl]piper idine-4-carbaldehyde

[1638] To a solution of 3-[7-[4-(dimethoxymethyl)-l-piperidyl]-2-oxo-l, 3-benzoxazol-3-yl] piperidine - 2, 6-dione (30.0 mg, 74.3 umol) was added HCOOH (0.5 mL), then the mixture was stirred at 80 °C for 2 hours. On completion, the mixture was concentrated in vacuo to give the title compound (26.0 mg, 97% yield) as a brown solid. LC-MS (ESI ⁺ ) m/z 358.1 (M+H) ⁺ .

Synthesis of l-Cyclopentyl-3-methyl-7-methylsulfonyl-4H-pyrimido [4,5-d]pyrimidin-2-one (Intermediate PD)

PD

Step 1 - [4-(Cyclopentylamino)-2-methylsulfanyl-pyrimidin-5-yl]methan ol

[1639] To a solution of (4-chloro-2-methylsulfanyl-pyrimidin-5-yl)methanol (2.00 g, 10.4 mmol, CAS# 1044145-59-6) in ACN (20 mL) was added TEA(2.65 g, 26.2 mmol) and cyclopentanamine (937 mg, 11.0 mmol, CAS# 1003-03-8) dropwise at 25 °C. Then the reaction mixture was stirred at 80 °C for 2 hrs. On completion, the reaction mixture was quenched with H ₂ O (5mL) under stirring. The residue was diluted with water (50 mL) and extracted with EA(50mLX 3). The combined organic layer was dried over Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (2.00 g, 79% yield) as a light yellow solid. LC-MS (ESI ⁺ ) m/z 240.1 (M+H) ⁺ .

Step 2 - 4-(Cyclopentylamino)-2-methylsulfanyl-pyrimidine-5-carbaldeh yde

[1640] To a solution of [4-(cyclopentylamino)-2-methylsulfanyl-pyrimidin-5-yl]methan ol (1.50 g, 6.27 mmol) in DCM (60 mL) was added DMP (3.19 g, 7.52 mmol) at 0 °C, then the reaction mixture was stirred at 25 °C for 1 hr. On completion, the reaction mixture was quenched with sat. Na2S20a solution (30 mL) and NaHCCL solution (30 mL) under stirring. The residue was diluted with water (50 mL) and extracted with EA (50 mL X 3). The combined organic layer was dried over Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. The residue was purified by flash silica gel chromatography (SiO ₂ , Petroleum ether/Ethyl acetate = 1/1, Pl : Rf = 0.7) to give the title compound (0.90 g, 60% yield) as a light yellow oil. ¹ H NMR (400 MHz, DMSO-r/ ₆ ) δ = 9.74 (s, 1H), 8.57 (d, J= 7.2 Hz, 1H), 4.44 (t, J= 6.8 Hz, 1H), 2.50 - 2.49 (m, 4H), 2.07 - 1.98 (m, 2H), 1.74 - 1.65 (m, 2H), 1.65 - 1.56 (m, 2H), 1.56 - 1.46 (m, 2H); LC-MS (ESI ⁺ ) m/z 238. (M + H) ⁺ . Step 3 - N4-cyclopentyl-N5-methyl-2-methylsulfanyl-pyrimidine-4,5-dia mine

[1641] To a solution of methanamine hydrochloride (1.19 g, 17.7 mmol) in THF (20 mL) was added TEA (2.09 g, 20.6 mmol) at 25 °C, then the mixture was stirred at 25 °C for 10 mins. Next, 4-(cyclopentylamino)- 2-methylsulfanyl-pyrimidine-5-carbaldehyde (700 mg, 2.95 mmol) was added to the mixture. Next, AcOH (177 mg, 2.95 mmol) was added and the mixture was stirred at 25 °C for 0.5 hour. Keeping the reaction liquid at 25°C, NaBH(OAc)3 (812 mg, 3.83 mmol) was added slowly. Then the reaction was stirred for 32 hours at 25 °C. On completion, the reaction mixture was quenched with water (5 mL) and concentrated in vacuo to give a residue. The residue was diluted with water (5 mL) and extracted with EA (15 mL X 3). The combined organic layer was dried over NajSO^, filtered and concentrated in vacuo to give the title compound (160 mg, 39% yield) as a brown solid. LC-MS (ESI ⁺ ) m/z 249.1 (M+H) ⁺ .

Step 4 - 1 -Cyclopentyl-3-methyl-7-methylsulfanyl-4H-pyrimido[4,5-d]pyr imidin-2-one

[1642] To a solution of N4-cyclopentyl-N5-methyl-2-methylsulfanyl-pyrimidine-4,5-dia mine (270 mg, 1.13 mmol) in ACN (10 mL) was added GDI (551 mg, 3.40 mmol) and TEA (229 mg, 2.27 mmol) at 25 °C. Then the reaction mixture was stirred at 85 °C for 30 hrs. On completion, the reaction mixture was quenched with water (4 mL), diluted with water ( 10 mL) and extracted with EA ( 10 mL X 3). The combined organic layer was dried over Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. The residue was purified by flash silica gel chromatography (SiO ₂ , Petroleum ether/Ethyl acetate = 2/1, Pl : Rf = 0.5) to give the title compound (150 mg, 47% yield) as a light yellow oil. 1H NMR (400 MHz, DMSO-rie) δ = 8.22 (s, 1H), 5.16 (q, J = 8.8 Hz, 1H), 4.33 (s, 2H), 2.91 (s, 3H), 2.48 (s, 3H), 2.13 - 2.05 (m, 2H), 1.92 - 1.84 (m, 2H), 1.79 - 1.71 (m, 2H), 1.59 - 1.51 (m, 2H), LC-MS (ES1 ⁺ ) m/z 279.1 (M + H) ⁺ .

Step 5 - l-Cyclopentyl-3-methyl-7-methylsulfonyl-4H-pyrimido[4,5-d]py rimidin-2-one

[1643] To a solution of l-cyclopentyl-3-methyl-7-methylsulfanyl-4H-pyrimido[4,5-d]py rimidin-2-one (140 mg, 502 umol) in DCM (1 mL) was added m-CPBA (433 mg, 1.51 mmol) dropwise at 0 °C, then the reaction mixture was stirred at 25 °C for 2 hrs. On completion, the reaction mixture was quenched with sat. Na2S20a solution (3mL) and NaHCO3 solution (3mL) under stirring. The mixture was then filtered, and diluted with water (5 mL). The filtrate was extracted with EA (3 X 5 mL), the combined organic layer was dried with anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (140 mg, 89% yield) as a light yellow solid. LC-MS (ESI ⁺ ) m/z 311.1 (M + H) ⁺ .

Synthesis of 7-[4-(7-Azaspiro[3.5]nonan-2-ylsulfonyl)-2-methyl-anilino]-l -cyclopentyl-3-methyl-4H- pyrimido[4,5-d]pyrimidin-2-one (Intermediate PE)

Step 1 - Tert-butyl2-[4-[(l-cyclopentyl-3-methyl-2-oxo-4H-pyrimido[4, 5-d]pyrimidin-7-yl)amino]-3- methyl-phenyl]sulfonyl-7-azaspiro[3.5]nonane-7-carboxylate

[1644] To a solution of tert-butyl 2-(4-amino-3-methyl-phenyl)sulfonyl-7-azaspiro[3.5]nonane-7- carboxylate (90.8 mg, 230 umol, Intermediate PF) in DMF (2 mL) was added t-BuOK (70.5 mg, 628 umol) dropwise at 0 °C. Then, l-cyclopentyl-3-methyl-7-methylsulfonyl-4H-pyrimido[4,5-d]py rimidin-2-one (65.0 mg, 209 umol, Intermediate PD) was added and the reaction mixture was stirred at 0 °C for 1 hr. On completion, the reaction mixture was quenched with H ₂ O (ImL) under stirring. The residue was diluted with water (2 mL) and extracted with EA (3 mL X 3). The combined organic layer was dried over Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. The residue was purified by reverse phase (0.1% FA condition) to give the title compound (64.0 mg, 48% yield) as a light yellow solid. LC-MS (ESI ⁺ ) m/z 625.2 (M + H) ⁺ .

Step 2 - 7-[4-(7-Azaspiro[3.5]nonan-2-ylsulfonyl)-2-methyl-anilino]-l -cyclopentyl-3-methyl-4H- pyrimido [4,5-d]pyrimidin-2-one

[1645] To a solution of tert-butyl 2-[4-[(l-cyclopentyl-3-methyl-2-oxo-4H-pyrimido[4,5-d]pyrimi din-7- yl)amino]-3-methyl-phenyl]sulfonyl-7-azaspiro[3.5]nonane-7-c arboxylate (60.0 mg, 96.0 umol) in DCM (1.5 mL) was added TFA (462 mg, 4.05 mmol) dropwise at 25 °C, then the reaction mixture was stirred at 25 °C for 1 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (50.0 mg, 99% yield) as a light yellow solid. LC-MS (ESI ⁺ ) m/z 525.1 (M + H) ⁺ .

Synthesis of Tert-butyl 2-(4-amino-3-methyl-phenyl)sulfonyl-7-azaspiro[3.5]nonane-7- carboxylate (Intermediate PF)

Step 1 - Tert-butyl 2-(3-methyl-4-nitro-phenyl)sulfanyl-7-azaspiro[3.5]nonane-7- carboxylate

[1646] Amixture of 3-methyl-4-nitro-benzenethiol (0.600 g, 3.55 mmol, CAS# 53827-87-5), tert-butyl 2- bromo-7-azaspiro[3.5]nonane-7-carboxylate (1.08 g, 3.55 mmol, CAS# 1225276-07-2) and CS2CO3 (1.27 g, 3.90 mmol) in DMF (30 mL) was stirred at 70 °C for 19 hrs under N2. The mixture was added to water (60 mL) and extracted with ethyl acetate (3 X 30 mL). The combined organic phase was dried over anhydrous sodium sulfate, filtered and concentrated to give a residue. The residue was purified by prep- TLC (SiCL, Petroleum ether/Ethyl acetate=5/l) to give the title compound (650 mg, 47% yield) as a yellow solid. ¹ H NMR (400 MHz, CDCl ₃ ) δ 7.96 (d, J= 9.2 Hz, 1H), 7.07 - 6.99 (m, 2H), 4.03 -3.87 (m, 1H), 3.42 - 3.27 (m, 4H), 2.61 (s, 3H), 2.54 - 2.44 (m, 2H), 1.97 - 1.88 (m, 2H), 1.67 - 1.61 (m, 4H), 1.46 (s, 9H).

Step 2 - Tert-butyl 2-(3-methyl-4-nitro-phenyl)sulfonyl-7-azaspiro[3.5]nonane-7- carboxylate

[1647] To a mixture of tert-butyl 2-(3-methyl-4-nitro-phenyl)sulfanyl-7-azaspiro[3.5]nonane-7- carboxylate (650 mg, 1.66 mmol) in DCM (20 mL) was added m-CPBA (1.01 g, 4.97 mmol, 85% solution), then the mixture was stirred at 25 °C for 1 hr. On completion, the reaction mixture was quenched by addition of Na ₂ SO ₃ (70 mL), and extracted with DCM (3 X 30 mL). The separated organic layer was washed with an aqueous Na ₃ CO ₃ (3 X 30 mL) and dried over anhydrous Na ₃ SO4, filtered and the filtrate was concentrated under reduced pressure to give a residue. The residue was purified by prep-TLC (SiO ₂ , Petroleum ether/Ethyl acetate- 1/ 1 ) to give the title compound (510 mg, 73% yield) as a white solid, ¹ H NMR (400 MHz, CDCl ₃ ) δ 8.06 (d, J= 8.4 Hz, 1H), 7.91 - 7.81 (m, 2H), 3.87 - 3.71 (m, 1H), 3.38 - 3.27 (m, 4H), 2.67 (s, 3H), 2.41 - 2.32 (m, 2H), 2.11 - 2.03 (m, 2H), 1.66 - 1.61 (m, 2H), 1.59 -1.57 (m, 1H), 1.56 - 1.53 (m, 1H), 1.45 (s, 9H).

Step 3 - Tert-butyl 2-(4-amino-3-methyl-phenyl)sulfonyl-7-azaspiro[3.5]nonane-7- carboxylate

[1648] To a mixture of tert-butyl 2-(3-methyl-4-nitro-phenyl)sulfonyl-7-azaspiro[3.5]nonane-7- carboxylate (510 mg, 1.20 mmol) in EtOH (18 mL) and H ₂ O (18 mL) was added Fe (335 mg, 6.01 mmol) and NH4CI (643 mg, 12.0 mmol), then the mixture was stirred at 80 °C for 2 hrs. On completion, the mixture was filtered to give a clear liquid. Then water (20 mL) was added and the mixture was extracted with ethyl acetate (3 X 25 mL), The combined organic phase was dried over anhydrous sodium sulfate, filtered and concentrated to give the title compound (510 mg) as a yellow solid. ^† H NMR (400 MHz, DMSO-<A) § 7.37 - 7.27 (m, 2H), 6.68 (d, J= 8.4 Hz, 1H), 5.86 (s, 2H), 3.95 - 3.78 (m, 1H), 3.25 - 3.11 (m, 4H), 2.08 (s, 3H), 2.05 - 1.99 (m, 2H), 1.95 - 1.87 (m, 2H), 1.50 - 1.42 (m, 2H), 1.41 - 1.38 (m, 2H), 1.37 (s, 9H).

Synthesis of 2-[4-(7-Azaspiro[3.5]nonan-2-ylsulfonyl)-2-methyl-anilino]-6 -chloro-8-cyclopentyl- pyrido[2,3-d]pyrimidin-7-one (Intermediate PG)

Step 1 - Tert-butyl 2-[4-[(6-chloro-8-cyclopentyl-7-oxo-pyrido[2,3-d]pyrimidin-2 -yl)amino]-3- methyl- phenyl] sulfonyl- 7 - azaspiro [3.5 ]nonane-7-carboxylate

[1649] To a mixture of tert-butyl 2-(4-amino-3-methyl-phenyl)sulfonyl-7-azaspiro[3.5]nonane-7- carboxylate (170 mg, 431 umol, Intermediate PF), 6-chloro-8-cyclopentyl-2-methylsulfonyl-pyrido[2,3- d]pyrimidin-7-one (212 mg, 646 umol, Intermediate KM) and NaH (68.9 mg, 1.72 mmol, 60% dispersion in mineral oil) in DMF (8 mL), then the mixture was stirred at 25 °C for 1 hr under N2. On completion, the reaction mixture was quenched by addition of H ₂ O (30 mL) at 25 °C, and then extracted with EA (3 X 10 mL). The combined organic layers were washed with brine (3 X 10 mL), dried with anhydrous NajSCL, filtered and the filtrate was concentrated in vacuo to give a residue. The residue was purified by prep-HPLC (column: Phenomenex luna C18 150*25mm* 10um;mobile phase: [water(FA)-ACN];B%: 61%- 91 %, 1 Omin) to give the title compound (80.0 mg, 14% yield) as a yellow solid. ¹ H NMR (400 MHz, DMSO- d ₆ ) 5 9.71 (s, 1H), 8.77 (s, 1H), 8.19 (s, 1H), 7.80 (d, J= 8.4 Hz, 1H), 7.76 - 7.64 (m, 2H), 5.83 - 5.65 (m, 1H), 4.21 - 4.03 (m, 1H), 3.25 - 3.16 (m, 4H), 2.35 (s, 3H), 2.17 - 2.05 (m, 4H), 2.01 - 1.92 (m, 2H), 1.80 - 1.62 (m, 4H), 1.55 - 1.41 (m, 6H), 1.37 (s, 9H). LC-MS (ESI ⁺ ) m/z 642.1 (M+H) ⁺ .

Step 2 - 2-[4-(7-Azaspiro[3.5]nonan-2-ylsulfonyl)-2-methyl-anilino]-6 -chloro-8-cyclopentyl- pyrido[2,3- d]pyrimidin-7-one

[1650] A mixture of tert-butyl 2-[4-[(6-chloro-8-cyclopentyl-7-oxo-pyrido[2,3-d]pyrimidin-2 -yl)amino]- 3-methyl-phenyl]sulfonyl-7-azaspiro[3.5]nonane-7-carboxylate (40.0 mg, 62.3 umol) in TFA (0.3 mL) and DCM (1.5 mL) was stirred at 25 °C for 0.5 hr. On completion, the mixture was concentrated in vacuo to give a residue to give the title compound (40.0 mg, 98% yield, TFA) as a yellow oil. LC-MS (ESI ⁺ ) m/z 541.9 (M+H) ⁺ .

Synthesis of 3-(2-Chloro-4-piperazin-l-yl-phenyl)piperidine-2, 6-dione (Intermediate PH)

Step 1 - Methyl 2-(4-bromo-2-chloro-phenyl)acetate

[1651] To a solution of 2-(4-bromo-2-chloro-phenyl)acetic acid (40.0 g, 160 mmol, CAS# 916516-89-7) in MeOH (150 mL) was added HC1 (12 M, 13.36 mL) at 0 °C. Then the mixture was stirred at 90 °C for 4 hrs under N2 atmosphere. On completion, the mixture was concentrated in vacuo to remove the MeOH, then diluted with water (40 mL) and saturated NaHCO3 (100 mL), and extracted with EA (150 mL X 3). The combined organic layer was dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (41.0 g, 97% yield) as yellow oil. ¹ H NMR (400 MHz, DMSO-i/g) δ 7.72 (d, J= 1.6 Hz, 1H), 7.53 (dd, J= 1.6, 8.4 Hz, 1H), 7.38 (d, 8.0 Hz, 1H), 3.81 (s, 2H), 3.63 (s, 3H).

Step 2 - 3-(4-Bromo-2-chloro-phenyl)piperidine-2, 6-dione

[1652] To a solution of methyl 2-(4-bromo-2-chloro-phenyl)acetate (40.0 g, 151 mmol) and prop-2- enamide (10.7 g, 151 mmol, CAS# 9003-05-8) in THF (400 mL) was added t-BuOK (18.7 g, 166 mmol) at 0 °C, then the mixture was stirred at 50 °C for 3 hrs under N2 atmosphere. On completion, the mixture was diluted with saturated NH4CI (IL) and extracted with EA (500 mL X 3). The combined organic layer was dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the residue. The residue was purified by triturated with EA : MTBE = 1 : 2 (500 mL) at 25 °C for 1 hr, filtered and the filter cake was dried in vacuo to give the title compound (42.0 g, 91% yield) as white solid. ¹ H NMR (400 MHz, DMSO- de) δ 10.93 (s, 1H), 7.74 (d, J= 2.0 Hz, 1H), 7.55 (dd, J= 2.0, 8.4 Hz, 1H), 7.32 (d, J= 8.4 Hz, 1H), 4.22 (dd, J = 5.2, 12.4 Hz, 1H), 2.81 - 273 (m, 1H), 2.59 - 2.52 (m, 1H), 2.37 - 2.22 (m, 1H), 2.00 - 1.94 (m, 1H). LC-MS (ESI ⁺ ) m/z 303.9 (M+H) ⁺ .

Step 3 - Tert-butyl 4-[3-chloro-4-(2,6-dioxo-3-piperidyl)phenyl]piperazine-l-car boxylate

[1653] In two parallel reactions, a solution of 3-(4-bromo-2-chloro-phenyl)piperidine-2, 6-dione (15.0 g, 49.5 mmol) and tert-butyl piperazine- 1 -carboxylate (13.8 g, 74.3 mmol, CAS# 143238-38-4) in dioxane (250 mL) was added XPhos (2.36 g, 4.96 mmol), Pd2(dba)3 (4.54 g, 4.96 mmol) and t-BuONa (14.2 g, 148 mmol). Then the mixture was stirred at 100 °C for 2 hours under N2 atmosphere. On completion, two parallel reactions of mixture were filtered, the filtrate was acidified with FA (5 mL) until pH = 5, diluted with water (600 mL) and extracted with EA (500 mL X 3). The combined organic layer was dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the residue. The residue was purified by column chromatography (SiO ₂ , PE: EA= 1: 1 to 1 : 3) to give the title compound (16.0 g, 39% yield) as red solid. ¹ H NMR (400 MHz, DMSO-A) δ 10.84 (s, 1H), 7.14 (d, J = 8.8 Hz, 1H), 6.97 (d, J= 2.4 Hz, 1H), 6.91 (dd, J = 2.4, 8.8 Hz, 1H), 4.06 (dd, J= 5.2, 12.0 Hz, 1H), 3.47 - 3.40 (m, 4H), 3.15 - 3.10 (m, 4H), 2.78 - 2.66 (m, 1H), 2.49 - 2.47 (m, 1H), 2.28 - 2.17 (m, 1H), 1.98 - 1.88 (m, 1H), 1.42 (s, 9H). LC-MS (ESL) m/z 408.1 (M+H) ⁺ .

Step 4 - 3-(2-Chloro-4-piperazin-l-yl-phenyl)piperidine-2, 6-dione

[1654] To a solution of tert-butyl 4-[3-chloro-4-(2,6-dioxo-3-piperidyl)phenyl]piperazine-l-car boxylate (6.00 g, 14.7 mmol) in DCM (60 mL) was added TFA (23.0 g, 201 mmol), then the mixture was stirred at 25 °C for 1.5 hrs. On completion, the mixture was concentrated in vacuo to give the title compound (6.00 g, 96% yield, TFA) as black brown oil. LC-MS (ESI ⁺ ) m/z 307.9 (M+H)".

Synthesis of 3-[4-[4-[(4-Aminocyclohexyl)methyl]piperazin-l-yl]-2-chloro- phenyl]piperidine-2,6- dione (Intermediate PI)

Step 1 - Tert-butyl N-[4-[[4-[3-chloro-4-(2,6-dioxo-3-piperidyl)phenyl]piperazin -l-yl] methyl] cyclohexyl] carbamate

[1655] To a solution of 3-(2-chloro-4-piperazin-l-yl-phenyl)piperidine-2, 6-dione (6.00 g, 14.2 mmol, TFA, Intermediate PH) in THF (60 mL) was added TEA (4.32 g, 42.6 mmol). Then tert-butyl N-(4- formylcyclohexyl)carbamate (3.56 g, 15.6 mmol, CAS# 181308-57-6) was added followed by AcOH (854 mg, 14.2 mmol) was added until the pH = 4 at -10 °C. The mixture was stirred at -10 °C for 0.5 hr. Then NaBH(OAc)3 (3.62 g, 17.0 mmol) was added and the mixture was stirred at -10 °C for 0.5 hr. On completion, the mixture was quenched with H ₂ O (5 mL) at - 10 °C, diluted with water (80 mL) and extracted with DCM (80 mL X 3). The combined organic layer was dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the residue. The residue was purified by reverse-phase (0.1% FA condition) to give the title compound (4.20 g, 56% yield) as white solid. ¹ H NMR (400 MHz, DMSO-c/e) δ 10.86 (s, 1H), 7.19 (d, J = 8.8 Hz, 1H), 7.06 (s, 1H), 6.99 - 6.93 (m, 1H), 6.80 (d, J= 8.0 Hz, 1H), 4.08 (dd, J= 4.8, 12.4 Hz, 1H), 3.86 (d, J = 9.6 Hz, 2H), 3.57 - 3.55 (m, 2H), 3.18 - 3.00 (m, 6H), 2.80 - 2.69 (m, 1H), 2.53 (s, 2H), 2.30 - 2.15 (m, 1H), 1.97 - 1.87 (m, 1H), 1.84 - 1.65 (m, 5H), 1.37 (s, 9H), 1.25 - 1.09 (m, 2H), 1.08 - 0.94 (m, 2H). LC-MS (ES1 ⁺ ) m/z 519.5 (M+H) ⁺ .

Step 2 - 3-[4-[4-[(4-Aminocyclohexyl)methyl]piperazin- 1 -yl]-2-chloro-phenyl]piperidine-2, 6-dione

[1656] To a solution of tert-butyl N-[4-[[4-[3-chloro-4-(2,6-dioxo-3-piperidyl)phenyl]piperazin -l- yl]methyl] cyclohexyl] carbamate (4.20 g, 8.09 mmol) in DCM (30 mL) was added TFA (21.4 g, 188 mmol), then the mixture was stirred at 25 °C for 1 hr. On completion, the mixture was concentrated in vacuo to give the title compound (4.10 g, 95 % yield, TFA) as brown oil. LC-MS (ES1 ⁺ ) m/z 418.9 (M+H) ⁺ .

Synthesis of 3- [2-Fluoro-4-(4-piperidyl)anilino]piperidine-2, 6-dione (Intermediate PJ)

Step 1 - Tert-butyl 4-(4-amino-3-fluoro-phenyl)-3,6-dihydro-2H-pyridine-l -carboxylate

[1657] The mixture of 4-bromo-2-fluoro-aniline (10 g, 52.6 mmol, CAS# 367-24-8), Pd(dppf)Ch (3.85 g, 5.26 mmol) and K ₂ CO ₃ (14.5 g, 105.0 mmol) in dioxane (100 mL) and H ₂ O (50 mL) was added tert-butyl 4-(4,4,5,5-tetramethyl- 1 ,3,2-dioxaborolan-2-yl)-3,6-dihydro-2H-pyridine- 1 -carboxylate ( 16.2 g, 52.6 mmol, CAS# 286961-14-6). The mixture was degassed with N2 stream 3 times and then stirred at 90 °C, in N2 atmosphere for 12 hrs. On completion, the residue was diluted with water (200 mL), then the residue was extracted with EA (3 X 500 mL). The combined organic layer was dried over Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. The residue was purified by column chromatography to give the title compound (14.7 g, 95% yield) as yellow oil. ¹ H NMR (400 MHz, DMSO-c/e) δ 7.07 (dd, J = 1.6, 13.2 Hz, 1H), 6.97 (dd, J= 1.6, 8.4 Hz, 1H), 6.72 (t, J= 8.8 Hz, 1H), 5.96 (s, 1H), 5.16 (s, 2H), 3.93 (d, J= 8.4 Hz, 2H), 3.49 (t, J = 5.6 Hz, 2H), 2.36 (d, J= 1.2 Hz, 2H), 1.42 (s, 9H); LC-MS (ESI ⁺ ) m/z 293.1 (M + H) ⁺ .

Step 2 - Tert-butyl 4-(4-amino-3-fluoro-phenyl)piperidine-l -carboxylate

[1658] To a solution of tert-butyl 4-(4-amino-3-fluoro-phenyl)-3,6-dihydro-2H-pyridine-l-carbox ylate (13.0 g, 44.4 mmol) in THF (10 mL) was added Pd/C (12 g, 44.4 mmol, 10 wt%). The reaction mixture was stirred at 25 °C for 12 hrs under H2 (15 Psi). On completion, the reaction mixture was filtered and filtrate was concentrated in vacuo to give the title compound ( 12.0 g, 91 % yield) as yellow oil. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 6.84 (dd, J= 1.6, 12.8 Hz, 1H), 6.73 - 6.67 (m, 2H), 4.89 (s, 2H), 4.03 (d, J = 11.6 Hz, 2H), 2.74 (d, J= 1.2 Hz, 2H), 1.68 (d, J= 12.4 Hz, 2H), 1.40 (s, 9H).

Step 3 - Tert-butyl 4-[4-[(2,6-dioxo-3-piperidyl)amino]-3-fluoro-phenyl]piperidi ne-l-carboxylate [1659] To a solution of tert-butyl 4-(4-amino-3-fluoro-phenyl)piperidine-l -carboxylate (2.00 g, 6.79 mmol) in DMF (30 mL) was added 3-bromopiperidine-2, 6-dione (5.22 g, 27.1 mmol, CAS# 62595-74-8) and NaHCCh (1.71 g, 20.3 mmol). The mixture was then stirred at 70 °C for 12 hrs. On completion, the residue was diluted with water (30 mL), then the residue was extracted with EA (2 X 50 mL). The combined organic layer was dried over Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. The residue was purified by column chromatography to give the title compound (2.70 g, 98% yield) as yellow solid. LC-MS (ESI ⁺ ) m/z 350.1 (M + H) ⁺ .

Step 4 - 3-[2-Fluoro-4-(4-piperidyl)anilino]piperidine-2, 6-dione

[1660] To a mixture of tert-butyl 4-[4-[(2,6-dioxo-3-piperidyl)amino]-3-fluoro-phenyl]piperidi ne-l- carboxylate (200 mg, 493 umol) in DCM (2 mL) was added TFA (56.2 mg, 493 umol, 36.5 uL). The mixture was stirred at 25 °C for 1 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (200 mg, 96% yield, TFA) as brown oil. LC-MS (ES1 ⁺ ) m/z 306. 1(M + H) ⁺ .

Synthesis of 3- [4- [ 1 - [ [4- ](2R)-2-aminopropoxy] cyclohexyl] methyl] -4-piperidyl]-2-fluoro- anilino]piperidine-2, 6-dione (Intermediate PK)

PK

Step 1 - Tert-butyl N-[(lR)-2-[4-[[4-[4-[(2,6-dioxo-3-piperidyl)amino]-3-fluoro- phenyl]-l- piperidyl]methyl]cyclohexoxy]-l-methyl-ethyl]carbamate [1661] To a mixture of 3- [2-fluoro-4-(4-piperidyl)anilino]piperidine-2, 6-dione (50.0 mg, 119 pmol, TFA, Intermediate PJ) and TEA (12.0 mg, 119 pmol) in THF (1 mL) and DMF (0.5 mF) was added HOAc (7. 16 mg, 119 pmol) and tert-butyl N-[(lR)-2-(4-formylcyclohexoxy)-l-methyl-ethyl]carbamate (34.0 mg, 119 pmol, Intermediate NU) at - 10 °C. The reaction mixture was stirred at - 10 °C for 0.5 hr, then N aBH(OAc)3 (50.5 mg, 238 pmol) was added. The reaction mixture was stirred at -10 °C for 1 hr. On completion, the reaction mixture was quenched with water (0.5 mF) and concentrated in vacuo. The residue was purified by prep-HPEC (column: Welch Ultimate C18 150*25mm*5um; mobile phase: [water (FA)-ACN]; gradient: 15%-45% B over 10 min) to give the title compound (15.0 mg, 20% yield, FA) as white solid. ^† H NMR (400 MHz, DMSO-d ₆ ) δ 10.82 (s, 1H), 6.93 (d, J= 12.4 Hz, 1H), 6.87 - 6.80 (m, 1H), 6.79 - 6.72 (m, 1H), 6.61 (d, ./ - 7.6 l lz, 1H), 5.45 - 5.37 (m, 1H), 4.40 - 4.31 (m, 1H), 3.58 - 3.47 (m, 1H), 3.20 - 3.11 (m, 2H), 3.05 (dd, J= 2.8, 4.0 Hz, 2H), 2.82 - 2.71 (m, 1H), 2.58 (d, ./ - 2.8 Hz, 2H), 2.47 - 2.38 (m, 2H), 2.33 (s, 2H), 2.25 - 2.15 (m, 1H), 2.11 - 2.00 (m, 2H), 2.00 - 1.90 (m, 2H), 1.76 (t, J= 12.4 Hz, 4H), 1.69 - 1.58 (m, 2H), 1.57 - 1.46 (m, 1H), 1.37 (s, 9H), 1.17 - 1.04 (m, 2H), 0.99 (d, J = 6.8 Hz, 3H), 0.94 - 0.82 (m, 2H); EC-MS (ESI ⁺ ) m/z 575.4 (M+H) ⁺ .

Step 2 - 3-[4-[l-[[4-[(2R)-2-aminopropoxy]cyclohexyl]methyl]-4-piperi dyl]-2-fluoro-anilino]piperidine- 2,6-dione

[1662] To a solution of tert-butyl N-[(lR)-2-[4-[[4-[4-[(2,6-dioxo-3-piperidyl)amino]-3-fluoro- phenyl] - 1- piperidyl]methyl]cyclohexoxy]-l-methyl-ethyl]carbamate (140 mg, 243 pmol) in DCM (1 mF) was added TFA (1.54 g, 13.4 mmol)stirred at 25 °C for 0.5 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (141 mg, 98% yield, TFA) as white solid. EC-MS (ESF) m/z 475.1 (M+H).

Synthesis of 3-[3-[4-[(4-Aminocyclohexyl)methyl]piperazin-l-yl]anilino]pi peridine-2, 6-dione

(Intermediate PL)

SZ

Step 1 - Tert-butyl N-[4-[[4-(3-nitrophenyl)piperazin-l-yl]methyl]cyclohexyl]car bamate

[1663] To a solution of l-bromo-3-nitro-benzene (1 g, 4.95 mmol, CAS# 585-79-5) and tert-butyl N-[4- (piperazin-l-ylmethyl)cyclohexyl]carbamate (1.62 g, 5.45 mmol, Intermediate SZ) in toluene (15 mL) was added (5-diphenylphosphanyl-9,9-dimethyl-xanthen-4-yl)-diphenyl-ph osphane (143 mg, 247 pmol) and (lE,4E)-l,5-diphenylpenta-l,4-dien-3-one palladium (226 mg, 247 pmol) and CS2CO3 (3.23 g, 9.90 mmol). The mixture was then stirred at 110 °C under N, for 12 hrs. On completion, the mixture was added H ₂ O (50 ml) and extracted with EA mL (30 mL X 3). The organic layers were dried over Na ₂ SO ₄ , filtered and concentrated under reduced pressure to give a residue. The residue was purified by column chromatography (SiO ₂ , PE: EA=10:l to 1: 1) to give the title compound (800 mg, 38% yield) as yellow oil. ¹ H NMR (400 MHz, DMSO-t#,) δ 7.66 - 7.62 (m, 1H), 7.58 (d, J = 7.6 Hz, 1H), 7.47 (t, J= 8.0 Hz, 1H), 7.41 - 7.37 (m, 1H), 6.71 (d, J= 8.0 Hz, 1H), 3.20 - 3.11 (m, 1H), 2.48 - 2.45 (m, 4H), 2.12 (d, J= 7.2 Hz, 2H), 1.77 (d, J = 10.8 Hz, 4H), 1.38 (s, 14H), 1.15 - 1.07 (m, 2H), 0.88 (d, J= 10.8 Hz, 2H).

Step 2 - Tert-butylN-[4-[[4-(3-aminophenyl)piperazin-l-yl]methyl]cycl ohexyl]carbamate

[1664] To a solution of tert-butyl N-[4-[[4-(3-nitrophenyl)piperazin-l-yl]methyl]cyclohexyl]car bamate (800 mg, 1.91 mmol) in THF (10 mL) was added Pd/C (571 mg, 536 pmol) under N2. The suspension was degassed under vacuum and purged with H2 several times. The mixture was stirred under H2 (15 psi) at 25 °C for 6 hrs. On completion, the mixture was filtered and concentrated in vacuo to give the title compound (700 mg, 94% yield) as yellow solid. ¹ H NMR (400 MHz, DMSO-dg) δ 6.90 - 6.77 (m, 1H), 6.71 (d, J = 8.0 Hz, 1H), 6.19 - 6.08 (m, 2H), 6.02 (dd, J= 1.2, 7.6 Hz, 1H), 4.84 (s, 2H), 3.60 - 3.58 (m, 2H), 3.32 (s, 1H), 3.16 (d, J= 8.4 Hz, 1H), 3.07 - 2.92 (m, 4H), 2.45 - 2.34 (m, 4H), 2.09 (d, J = 7.2 Hz, 2H), 1.43 - 1.33 (m, 11H), 1.12 (d, J= 12.0 Hz, 2H), 0.86 (d, J= 12.0 Hz, 2H); LC-MS (ESH) m/z 389.2 (M+H) ⁺ .

Step 3 - Tert-butyl N-[4-[[4-[3-[(2,6-dioxo-3-piperidyl)amino]phenyl]piperazin-l -yl]methyl] cyclohexyl]carbamate

[1665] To a solution of tert-butyl N-[4-[[4-(3-aminophenyl)piperazin-l-yl]methyl]cyclohexyl]car bamate (500 mg, 1.29 mmol) and 3-bromopiperidine-2, 6-dione (345 mg, 1.80 mmol, CAS# 62595-74-8) in DMF (6 mL) was added NallCCh (216 mg, 2.57 mmol). The mixture was then stirred at 80 °C for 16 hrs. On completion, the reaction mixture was diluted with H ₂ O (50 mL) and extracted with EA (30 mL X 3). The combined organic layers were dried over Na ₂ SO ₄ , filtered and concentrated under reduced pressure. The residue was purified by prep-HPLC (column: Phenomenex luna C18 150*25mm* lOum; mobile phase: [water (FA)-ACN]; gradient: 7%-37% B over 10 min) to give the title compound (180 mg, 28% yield) as yellow solid. LC-MS (ESI ⁺ ) m/z 500.2 (M+H) ⁺ .

Step 4 - 3-[3-[4-[(4-Aminocyclohexyl)methyl]piperazin-l-yl]anilino]pi peridine-2, 6-dione

[1666] To a solution of tert-butyl N-[4-[[4-[3-[(2,6-dioxo-3-piperidyl)amino]phenyl]piperazin-l - yl]methyl] cyclohexyl]carbamate (80 mg, 160 pmol) inDCM (l mL) was added TFA (736 mg, 6.46 mmol). The mixture was then stirred at 25 °C for 1 hr. On completion, the mixture was concentrated in vacuo to give the title compound (80 mg, 97% yield) as yellow oil. LC-MS (ESI ⁺ ) m/z 400.1 (M+H) ⁺ .

Synthesis of Tert-butyl N-[(3S,4R)-3-fluoro-4-piperidyl]carbamate (Intermediate PM)

Step 1 - 2,6-Dibenzyloxy-3-(4-bromo-3-fluoro-phenyl)pyridine

[1667] A mixture of l-bromo-2-fluoro-4-iodo-benzene (5 g, 16.6 mmol, CAS# 136434-77-0), 2,6- dibenzyloxy-3-(4,4,5,5-tetramethyl-l,3,2-dioxaborolan-2-yl)p yridine (5.55 g, 13.29 mmol, CAS# 2152673-80-6), Pd(dppf)C12.CHzC12 (1.36 g, 1.66 mmol), and K ₂ CO ₃ (6.89 g, 49.8 mmol) in dioxane (45 mL) and H ₂ O (15 mL) was degassed and purged with N2 for 3 time. Then the mixture was stirred at 80 °C for 2 hrs under N2 atmosphere. On completion, the mixture was diluted with EA (200 mL). The organic layer was washed with water (80 mL X 2), dried over Na ₂ SO ₄ and concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate=15: l to 10: 1) to give the title compound (5.3 g, 68% yield) as white oil. LC-MS (ESI ⁺ ) m/z 465.9 (M+H) ⁺ .

Step 2 - 2,6-Dibenzyloxy-3-[4-[4-(dimethoxymethyl)-l-piperidyl]-3-flu oro-phenyl]pyridine

[1668] A mixture of 2,6-dibenzyloxy-3-(4-bromo-3-fluoro-phenyl)pyridine (300 mg, 646 pmol), 4- (dimethoxymethyl)piperidine (154 mg, 969 pmol), CS2CO3 (631 mg, 1.94 mmol) and Pd-PEPPSI-IHeptCl (62.8 mg, 64.6 pmol) in dioxane (5 mL) was stirred at 100 °C for 16 hrs under N2. On completion, the reaction mixture was diluted with EA (100 mL) and filtered. The filtrate was concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , EA in PE, 0% to 10%) to give the title compound (214 mg, 61% yield) as yellow oil. ¹ H NMR (400 MHz, CDCl ₃ ) δ = 7.59 (d, J = 8.0 Hz, 1H), 7.46 - 7.27 (m, 11H), 7.25 (d, J= 2.0 Hz, 1H), 6.96 (t, J= 8.8 Hz, 1H), 6.46 (d, J= 8.0 Hz, 1H), 5.46 - 5.35 (m, 4H), 4.12 (d, J= 7.2 Hz, 1H), 3.56 - 3.48 (m, 2H), 3.39 (s, 6H), 2.73 - 2.60 (m, 2H), 1.86 (d, J= 12.8 Hz, 2H), 1.83 - 1.71 (m, 1H), 1.62 - 1.57 (m, 1H), 1.56 - 1.50 (m, 1H); LC-MS (ESI ⁺ ) m/z 543.5 (M+H) ⁺ .

Step 3 - 3-[4-[4-(Dimethoxymethyl)-l-piperidyl]-3-fluoro-phenyl]piper idine-2, 6-dione

[1669] To a solution of 2,6-dibenzyloxy-3-[4-[4-(dimethoxymethyl)-l-piperidyl]-3-flu oro- phenyl]pyridine (214 mg, 394 pmol) in THF (10 mL) was added Pd/C (200 mg, 187 pmol, 10 wt%) under Ar. The suspension was degassed under vacuum and purged with H2 several times. The mixture was stirred under H2 (15 Psi) at rt for 16 hrs. On completion, the reaction mixture was filtered and the filtrate was concentrated in vacuo to give the title compound (130 mg, 90% yield) as off-white solid. LC-MS (ESI ⁺ ) m/z 365.0 (M+H) ⁺ .

Step 4 - l-[4-(2,6-Dioxo-3-piperidyl)-2-fluoro-phenyl]piperidine-4-ca rbaldehyde

[1670] A mixture of 3- [4- [4-(dimethoxymethyl)-l -piperidyl] -3 -fluoro-phenyl]piperidine-2, 6-dione (42 mg, 115 pmol) in HCOOH (1 mL) was stirred at 80 °C for 0.5 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (36.6 mg, 99% yield) as brown solid. LC-MS (ESI ⁺ ) m/z 319.1 (M+H) ⁺ .

Synthesis of 3-[4-[4-[[(3S,4R)-4-ammo-3-fluoro-l-piperidyl]methyl]-l-pipe ridyl]-3-fluoro- phenyl]piperidine-2, 6-dione (Intermediate PN)

Step 1 - Tert-butyl N-[(3S,4R)-l-[[l-[4-(2,6-dioxo-3-piperidyl)-2-fluoro-phenyl] -4-piperidyl]methyl]-3- fluoro-4-piperidyl] carbamate

[1671] To a solution of tert-butyl N-[(3S,4R)-3-fluoro-4-piperidyl]carbamate (85.0 mg, 389 pmol, Intermediate PM) in THF (3 mL) and DMF (0.5 mL) was added TEA (389 pmol, 54.2 pL), then l-[4-(2,6- dioxo-3-piperidyl)-2-fluoro-phenyl]piperidine-4-carbaldehyde (124 mg, 389 pmol, CAS# 1434126-99-4) and AcOH (389 pmol, 22.3 pL) were added. After 0.2 hour of stirring, NaBH(OAc)a (165 mg, 778 pmol) was added. The mixture was then stirred at 25 °C for 1 hr. On completion, the mixture was concentrated in vacuo to give the residue. The residue was purified by prep-HPLC (column: Phenomenex luna C18 150*25mm* lOum; mobile phase: [water (FA)-ACN];gradient:2%-32% B over 11 min) to give the title compound (90.0 mg, 44% yield) as a white solid. ’H NMR (400 MHz, DMSO-c4>) δ 10.81 (s, 1H), 7.04 - 6.96 (m, 2H), 6.96 - 6.90 (m, 2H), 4.72 - 4.51 (m, 1H), 3.84 - 3.74 (m, 1H), 3.08 - 2.98 (m, 1H), 2.79 (d, J = 10.4 Hz, 1H), 2.69 - 2.57 (m, 5H), 2.35 - 2.30 (m, 1H), 2.24 - 2.12 (m, 4H), 2.09 - 1.95 (m, 3H), 1.75 (t, ./ - 9.2 Hz, 3H), 1.65 - 1.56 (m, 1H), 1.54 - 1.46 (m, 1H), 1.39 (s, 9H), 1.29 - 1.17 (m, 2H). LC-MS (ESI ⁺ ) m/z 521.1 (M+H) ⁺ .

Step 2 - 3-[4-[4-[[(3S,4R)-4-amino-3-fluoro-l-piperidyl]methyl]-l-pip eridyl]-3-fluoro-phenyl]piperidine- 2,6-dione

[1672] A solution of tert-butyl N-[(3S,4R)-l-[[l-[4-(2,6-dioxo-3-piperidyl)-2-fluoro-phenyl] -4-piperidyl] methyl]-3-fluoro-4-piperidyl]carbamate (70.0 mg, 134 pmol,) in HCl/dioxane (4 mL) was stirred 25 °C for 0.5 hr. On completion, the mixture concentrated in vacuo to give the title compound (55 mg, 89% yield, HC1) as a white solid. LC-MS (ESI ⁺ ) m/z 421.0 (M+H) ⁺ .

Synthesis of 3-(2-Fluoro-4-(piperazin-l-yl)phenyl)piperidine-2, 6-dione (Intermediate PO) Step 1 - 2,6-Bis(benzyloxy)-3-(4-bromo-2-fluorophenyl)pyridine

[1673] To a mixture of 4-bromo-2-fluoro-l -iodo-benzene (2 g, 6.65 mmol, CAS# 105931-73-5) and 2,6- dibenzyloxy-3-(4,4,5,5-tetramethyl-l,3,2-dioxaborolan-2-yl)p yridine (3.05 g, 7.31 mmol, CAS# 2152673- 80-6) in dioxane (20 mL) and H ₂ O (4 mL) were added K ₂ CO ₃ (2.76 g, 19.9 mmol) and Pd(dppf C12'CH ₂ C12 (542 mg, 664 pmol). The mixture was then stirred for 2 hrs at 80 °C under N2. On completion, the reaction was diluted with H ₂ O (60 mL) and extracted with EtOAc (100 mL). The organic layer was washed with brine (60 mL), dried over Na ₂ SO ₄ , fdtered and concentrated in vacuo. The residue was purified by flash silica gel chromatography (ISCO®; 40 g SepaFlash® Silica Flash Column, Eluent of 0~8% Ethyl acetate/Petroleum ethergradient @ 100 mL/min) to give the title compound (2g, 59% yield) as colorless oil. ¹ H NMR (400 MHz, DMSO-t/ ₆ ) δ 7.70 - 7.55 (m, 2H), 7.46 - 7.27 (m, 12H), 6.56 (d, ./“ 8.0 Hz, 1H), 5.37 (s, 4H).

Step 2 - Tert-butyl 4-(4-(2,6-bis(benzyloxy)pyridin-3-yl)-3-fluorophenyl)piperaz ine-l-carboxylate

[1674] To a mixture of 2,6-dibenzyloxy-3-(4-bromo-2-fluoro-phenyl)pyridine (1.95 g, 4.20 mmol) and tert-butyl piperazine- 1 -carboxylate (860 mg, 4.62 mmol, CAS# 57260-71-6) in dioxane (25 mL) was added CS2CO3 (4.10 g, 12.6 mmol) and l,3-bis[2,6-bis(Lpropylbutyl) phenyl]-4,5-dichloro-2H-imidazol-l-ium- 2-ide 3 -chloropyridine dichloropalladium (408 mg, 419 pmol) under N2. The mixture was stirred at 100 °C for 4 hrs. On completion, the reaction was diluted with H ₂ O (40 mL) and extracted with EtOAc (80 mL). The organic layer was washed with brine (40 mL), dried over with Na ₂ SO ₄ , filtered and concentrated in vacuo. The residue was purified by flash silica gel chromatography (ISCO®; 40 g SepaFlash® Silica Flash Column, Eluent of 0~4% Ethyl acetate/Petroleum ethergradient @ 100 mL/min) to give the title compound (1.08g, 44% yield) as yellow oil. ¹ H NMR (400 MHz, CDCl ₃ ) δ 7.53 (m, 1H), 7.46 - 7.25 (m, 11H), 6.77 - 6.63 (m, 2H), 6.46 (d, J= 8.0 Hz, 1H), 5.41 (s, 2H), 5.35 (s, 2H), 3.68 - 3.49 (m, 4H), 3.26 - 3.13 (m, 4H), 1.50 (s, 9H).

Step 3 - Tert-butyl 4-(4-(2,6-dioxopiperidin-3-yl)-3-fluorophenyl)piperazine-l -carboxylate

[1675] To a solution of tert-butyl 4-[4-(2,6-dibenzyloxy-3-pyridyl)-3-fluoro-phenyl]piperazine- l- carboxylate (1.08 g, 1.90 mmol) in THF (20 mL) was added Pd/C (1 g, 939 pmol, 10 wt%) under AB. The suspension was degassed under vacuum and purged with H2 several times. The mixture was stirred under H2 (15 Psi) at 20 °C for 12 hrs. On completion, the mixture was filtered and concentrated in vacuo to give the title compound (670 mg, 90% yield) as white solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 10.81 (s, 1H), 7.11 (t, J= 8.8 Hz, 1H), 6.81 - 6.70 (m, 2H), 3.89 (dd, J = 4.8, 12.4 Hz, 1H), 3.51 - 3.39 (m, 4H), 3.20 - 3.06 (m, 4H), 2.78 - 2.63 (m, 1H), 2.52 (s, 1H), 2.14 (m, 1H), 2.02 - 1.87 (m, 1H), 1.42 (s, 9H).

Step 4 - 3-(2-Fluoro-4-(piperazin-l-yl)phenyl)piperidine-2, 6-dione [1676] A solution of tert-butyl 4-[4-(2,6-dioxo-3-piperidyl)-3-fluoro-phenyl]piperazine-l-ca rboxylate (200 mg, 510 pmol) in CH ₂ CI2 (2 mL) and TFA (0.5 mL) was stirred at 20 °C for 0.5 hr. On completion, the reaction was concentrated in vacuo to give the title compound (207 mg, 99% yield) as colorless oil. LC- MS (ESI ⁺ ) m/z 292.0 (M+H) ⁺ .

Synthesis of 3-(4-(4-(((lr,4r)-4-aminocyclohexyl)methyl)piperazin-l-yl)-2 -fluorophenyl) piperidine-

2,6-dione (Intermediate PP)

PP

Step 1 - Tert-butyl ((lr,4r)-4-((4-(4-(2,6-dioxopiperidin-3-yl)-3-fluorophenyl)p iperazin-l-yl) methyl)cyclohexyl)carbamate

[1677] To a solution of 3 -(2-fluoro-4-piperazin- 1 -yl-phenyl)piperidine-2, 6-dione (200 mg, 686 pmol, Intermediate PO) in THF (5 mL) was added TEA (208 mg, 2.06 mmol, 286 pL), HOAc (61.8 mg, 1.03 mmol, 58.9 pL) and tert-butyl N-(4-formylcyclohexyl)carbamate (156 mg, 686 pmol, CAS# 181308-57-6). The mixture was stirred at 20 °C for 0.5 hr. Then, NaBH(OAc)3 (291 mg, 1.37 mmol) was added at -10 °C, and the mixture was stirred at - 10 °C for 1 hr. On completion, the reaction was diluted with H ₂ O (20 mL) and extracted with EtOAc (60 mL X 2). The combined organic layers were washed with brine (20 mL), dried over with Na ₂ SO ₄ , filtered and concentrated in vacuo. The residue was purified by prep-HPLC (column: Phenomenex luna C18 150 * 25 mm * 10 um; mobile phase: [water (FA) - ACN]; gradient: 10% - 40% B over 10 min) to give the title compound (130 mg, 37% yield) as white solid, ¹ H NMR (400 MHz, DMSO-afc) δ 10.82 (s, 1H), 7.23 - 7.00 (m, 1H), 6.97 - 6.60 (m, 3H), 3.97 - 3.76 (m, 2H), 3.57 (d, J = 5.2 Hz, 1H), 3.23 - 2.98 (m, 6H), 2.72 - 2.60 (m, 3H), 2.24 - 2.04 (m, 2H), 1.98 - 1.90 (m, 1H), 1.78 (d, ./“ 10.4 Hz, 5H), 1.37 (s, 10H), 1.25 - 1.09 (m, 2H), 1.07 - 0.78 (m, 2H); LC-MS (ESI ⁺ ) m/z 503.0 (M+H) ⁺ .

Step 2 - 3-(4-(4-(((lr,4r)-4-aminocyclohexyl)methyl)piperazin-l-yl)-2 -fluorophenyl) piperidine-2, 6-dione [1678] A solution of tert-butyl N-[4-[[4-[4-(2,6-dioxo-3-piperidyl)-3-fluoro-phenyl]piperazi n-l-yl] methyl]cyclohexyl]carbamate (60 mg, 119 pmol) in HCl/dioxane (1 mL, 4M) was stirred at 20 °C for 1 hr. On completion, the mixture was concentrated in vacuo to give the title compound (61 mg, 99% yield) as white solid. LC-MS (ESI ⁺ ) m/z 403.1 (M+H) ⁺ .

Synthesis of 3-[2-Chloro-4-[(3S)-3-methylpiperazin-l-yl]phenyl]piperidine -2, 6-dione (Intermediate PQ)

Step 1 - Tert-butyl (2S)-4-[3-chloro-4-(2,6-dioxo-3-piperidyl)phenyl]-2-methyl-p iperazine-l- carboxylate

To a solution of tert-butyl (2S)-2-methylpiperazine- 1 -carboxylate (695 mg, 3.47 mmol, CAS# 469447-70- 5), 3-(4-bromo-2-chloro-phenyl)piperidine-2, 6-dione (700 mg, 2.31 mmol, synthesized via Steps 1-2 of Intermediate PH), t-BuONa (667 mg, 6.94 mmol) and 4A molecular sieves (100 mg) in dioxane (20 mL) was added XPhos (110 mg, 231 pmol) and PcL/dba); (211 mg, 231 pmol). The reaction was stirred at 100 °C for 3 hrs under Nz. On completion, the reaction was diluted with EA (60 mL). The organic layer was washed with water (60 mL X 2), dried over NazSC)4 and concentrated in vacuo. The residue was purified by column chromatography (SiCL, PE/EA= 10/1 to 1/1) to give the title compound (500 mg, 51% yield) as yellow solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 10.82 (s, 1H), 7.13 (d, J = 8.4 Hz, 1H), 6.94 (d, J= 2.4 Hz, 1H), 6.89 - 6.85 (m, J = 2.4, 8.4 Hz, 1H), 4.23 - 4.14 (m, 1H), 4.07 - 4.03 (m, 1H), 3.80 - 3.74 (m, 1H), 3.60 (d, <7 = 12.0 Hz, 1H), 3.51 (d, J= 12.4 Hz, 1H), 3.20 - 3.08 (m, 1H), 2.91 - 2.84 (m, 1H), 2.77 - 2.62 (m, 2H), 2.29 - 2.17 (m, 1H), 1.99 (s, 1H), 1.96 - 1.89 (m, 1H), 1.42 (s, 9H), 1.17 (d, J = 6.4 Hz, 3H); LC-MS (ESI ⁺ ) m/z 422.2(M+H) ⁺ .

Step 2 - 3-[2-Chloro-4-[(3S)-3-methylpiperazin-l-yl]phenyl]piperidine -2, 6-dione

[1679] To a solution of tert-butyl (2S)-4-[3-chloro-4-(2,6-dioxo-3-piperidyl)phenyl]-2-methyl-p iperazine -1 -carboxylate (350 mg, 829 pmol) inDCM (3 mL) was added TLA (1.54 g, 13.4 mmol, 1 mL). The reaction was stirred at 25 °C for 0.5 hr. On completion the reaction was concentrated in vacuo to give the title compound (361 mg, 99 % yield, TFA) as brown oil. LC-MS (ESP) m/z 322.0 (M+H) ⁺ .

Synthesis of 3-[4-[(3S)-4-[(4-amino-2-oxabicyclo[2.2.2]octan-l-yl)methyl] -3-methyl-piperazin-l-yl] - 2-chloro-phenyl]piperidine-2, 6-dione (Intermediate PR)

PR

Step 1 - Tert-butyl N-[l-[[(2S)-4-[3-chloro-4-(2,6-dioxo-3-piperidyl)phenyl]-2-m ethyl-piperazin -1- yl]methyl]-2-oxabicyclo[2.2.2]octan-4-yl]carbamate

[1680] To a solution of 3-[2-chloro-4-[(3S)-3-methylpiperazin-l-yl]phenyl]piperidine -2, 6-dione (361 mg, 828 pmol, TFA, Intermediate PQ) in DMF (5 mL) was added TEA (83.8 mg, 828 pmol, 115 pL) until the pl 1=8. The mixture was then stirred at 25 °C for 10 mins, then HOAc (49.7 mg, 828 pmol, 47.4 pL) was added until the pH=6. Subsequently, tert-butyl N-(l-formyl-2-oxabicyclo[2.2.2]octan-4-yl)carbamate (232 mg, 911 pmol, CAS# 1417551 -42-8) was added. The mixture was stirred at 50 °C for 20 mins. After that, NaBH(OAc)a (263 mg, 1.24 mmol) was added one portion. The resulting mixture was stirred at 25 °C for 30 mins. On completion, the reaction was concentrated in vacuo. The residue was purified by prep-HPLC (column: Welch Ultimate C18 150 * 25 mm * 5 um; mobile phase: [water (FA) - ACN]; gradient: 15% - 45% B over 10 min) to give the title compound (350 mg, 75 % yield) as white solid. ¹ H NMR (400 MHz, DMSO-afc) δ 10.84 (s, 1H), 7.25 - 6.46 (m, 5H), 4.11 - 4.00 (m, 1H), 3.93 - 3.79 (m, 2H), 3.74 (s, 2H), 3.39 (s, 2H), 3.13 (d, J = 3.2 Hz, 1H), 2.78 - 2.65 (m, 2H), 2.29 - 2.18 (m, 1H), 1.99 - 1.88 (m, 4H), 1.83 - 1.65 (m, 6H), 1.62 - 1.50 (m, 2H), 1.36 (s, 12H); LC-MS (ESI ⁺ ) m/z 561.2 (M+H) ⁺ .

Step 2 - 3-[4-[(3S)-4-[(4-amino-2-oxabicyclo[2.2.2]octan-l-yl)methyl] -3-methyl-piperazin-l-yl] -2- chloro-phenyl]piperidine-2, 6-dione

[1681] To a solution of tert-butyl N-[l-[[(2S)-4-[3-chloro-4-(2,6-dioxo-3-piperidyl)phenyl]-2-m ethyl- piperazin-l-yl]methyl]-2-oxabicyclo[2.2.2]octan-4-yl]carbama te (80 mg, 142 pmol) in DCM (0.5 mL) was added HCI/dioxane (4 M, 200 pL). The reaction was stirred at 40 °C for 0.5 hr. On completion, the reaction was concentrated in vacuo to give the title compound (70.9 mg, 99% yield, HC1) as yellow solid. LC-MS (ESI ⁺ ) Wz 461.2 (M+H) ⁺ .

Synthesis of 3-[2-chloro-4-[(3R)-3-methylpiperazin-l-yl]phenyl]piperidine -2, 6-dione (Intermediate PS)

Step 1 - Tert-butyl(2R)-4-[3-chloro-4-(2,6-dioxo-3-piperidyl)phenyl]- 2-methyl-piperazine-l -carboxylate

To a solution of tert-butyl (2R)-2-methylpiperazine- 1 -carboxylate (1.19 g, 5.95 mmol, CAS# 170033-47- 3), 3-(4-bromo-2-chloro-phenyl)piperidine-2, 6-dione (1.2 g, 3.97 mmol, synthesized via Steps 1-2 of Intermediate PH) in dioxane (20 mL) was added Pdzldbap (363 mg, 396 pmol), XPhos (189 mg, 396 pmol), t-BuONa (1.14 g, 11.9 mmol), and 4A molecular sieves (200 mg). Then the mixture was stirred at 100 °C for 3 hrs under N2 atmosphere. On completion, the residue was diluted with water (30 mL), then extracted with EA (3 X 50 mL). The combined organic layers were dried over Na ₂ SO ₄ , filtered and concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , PE:EA=50: l to PE:EA=2:1, PE:EA=1:1, Pl :Rf=0.34) to give the title compound (790 mg, 47% yield) as yellow solid. ¹ H NMR (400 MHz, DMSO-6#,) δ 10.82 (s, 1H), 7.13 (d, J= 8.4 Hz, 1H), 6.93 (d, J= 2.4 Hz, 1H), 6.87 (dd, J= 2.4, 8.4 Hz, 1H), 4.23 - 4.14 (m, 1H), 4.10 - 4.00 (m, 1H), 3.78 (d, J= 13.2 Hz, 1H), 3.6O (d, J= 12.0 Hz, 1H), 3.51 (d, </ = 12.0 Hz, 1H), 3.20 - 3.08 (m, 1H), 2.87 (dd, J= 3.6, 12.0 Hz, 1H), 2.80 - 2.62 (m, 2H), 2.27 - 2.18 ( m, 1H), 2.00 - 1.88 (m, 2H), 1.42 (s, 9H), 1.20 - 1.14 (m, 3H); LC-MS (ES1 ⁺ ) m/z 421.9 (M+H) ⁺ .

Step 2 - 3-[2-Chloro-4-[(3R)-3-methylpiperazin-l-yl]phenyl]piperidine -2, 6-dione

[1682] To a solution of tert-butyl (2R)-4-[3-chloro-4-(2,6-dioxo-3-piperidyl)phenyl]-2-methyl-p iperazine- 1 -carboxylate (30 mg, 71.1 pmol) in DCM (1 mL) was added TFA (383 mg, 3.37 mmol, 0.25 mL), then the mixture was stirred at 25 °C for 0.5 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (30 mg, 96% yield, TFA) as yellow oil. LC-MS (ESI ⁺ ) m/z 322.0 (M+H) ⁺ . Synthesis of 3-[4-[(3R)-4-[(4-ainino-2-oxabicyclo[2.2.2]octan-l-yl)methyl ]-3-methyl-piperazin-l-yl]-

2-chloro-phenyl]piperidine-2, 6-dione (Intermediate PT)

Step 1 - Tert-butyl N-[l-[[(2R)-4-[3-chloro-4-(2,6-dioxo-3-piperidyl)phenyl]-2-m ethyl-piperazin-l- yl]methyl]-2-oxabicyclo[2.2.2]octan-4-yl]carbamate

[1683] To a solution of 3-[2-chloro-4-[(3R)-3-methylpiperazin-l-yl]phenyl]piperidine -2, 6-dione (360 mg, 826 pmol, TFA, Intermediate PS) in DMF (3 mL) was added TEA (83.5 mg, 826 pmol, 114 pL) until the pl l ^_ 8 - 10. Then tert-butyl N-(l-formyl-2-oxabicyclo[2.2.2]octan-4-yl)carbamate (231 mg, 908 pmol, CAS# 1417551-42-8) in DMF (3 mL) and AcOH (49.6 mg, 826 pmol, 47.2 pL) was added to the mixture and the mixture was stirred at 25 °C for 0.5 hr. Then, NaBH(OAc)3 (350 mg, 1.65 mmol) was added and the mixture was stirred at 25 °C for 1 hr. On completion, the reaction mixture was concentrated in vacuo, the residue was purified by prep-HPLC (column: Welch Ultimate C18 150*25mm*5um; mobile phase : [water (FA) - ACN]; gradient: 15% - 45% B over 10 min) to give the title compound (238 mg, 51% yield) as yellow solid. ¹ H NMR (400 MHz, CDCl ₃ ) δ 8.09 - 8.03 (m, 1H), 7.05 (d, J= 8.4 Hz, 1H), 6.91 (d, J= 2.4 Hz, 1H), 6.78 (dd, J= 2.4, 8.4 Hz, 1H), 4.33 (s, 2H), 4.08 (dd, J = 5.2, 10.8 Hz, 1H), 3.95 (d, J= 14.4 Hz, 4H), 3.40 (s, 3H), 2.75 (t, J = 4.4 Hz, 1H), 2.70 (dd, J= 5.4, 11.2 Hz, 1H), 2.10 (d, J = 10.0 Hz, 3H), 2.05 - 2.03 (m, 1H), 2.01 (d, J= 4.0 Hz, 1H), 1.83 (t, J = 11.2 Hz, 4H), 1.75 (d, J = 12.0 Hz, 1H), 1.62 - 1.55 (m, 2H), 1.43 (s, 9H), 1.26 (s, 3H); LC-MS (ESI ⁺ ) m/z 561.1 (M+H) ⁺ .

Step 2 - 3-[4-[(3R)-4-[(4-amino-2-oxabicyclo[2.2.2]octan- 1 -yl)methyl] -3 -methyl -piperazin- 1 -yl]-2- chloro-phenyl]piperidine-2, 6-dione

[1684] To a solution of tert-butyl N-[l-[[(2R)-4-[3-chloro-4-(2,6-dioxo-3-piperidyl)phenyl]-2-m ethyl- piperazin-l-yl]methyl]-2-oxabicyclo[2.2.2]octan-4-yl]carbama te (80 mg, 142 pmol) in DCM (0.5 mL) was added HCI/dioxanc (4 M, 2 mL), then the mixture was stirred at 25 °C for 0.5 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (70.9 mg, 99% yield, HC1) as yellow oil. LC-MS (ESH) m/z 461.0 (M+H) ⁺ .

Synthesis of 4-Benzylsulfanyl-2-fluoro-aniline (Intermediate PU) and 2-benzylsulfanyl-4-fluoro- aniline (Intermediate PV)

Step 1 - 4-Benzylsulfanyl-2-fluoro-l -nitro-benzene and 2-Benzylsulfanyl-4-fluoro-l -nitro-benzene

[1685] To a solution of 2, 4-difluoro-l -nitro-benzene (10.0 g, 62.8 mmol, CAS# 446-35-5) in acetone (100 mL) was added K ₂ CO ₃ (17.3 g, 125 mmol), then BnSH (6.21 g, 50.0 mmol, CAS# 100-53-8) was added and the mixture was stirred at 56 °C for 12 hrs. On completion, the mixture was poured into ice water (100 mL), and extracted with DCM (100 mL X 3). The combined organic layer was dried over anhydrous NajSOz, filtered and concentrated in vacuo to give the residue. The water phase was quenched with NaClO (80 mL), then discarded. The residue was purified by reverse-phase (0.1% FA condition) to give the title compounds (9.2 g, 55% yield, mixture of regioisomers) as yellow solid. ¹ H NMR (400 MHz, DMSO-c/e) δ 8.32 (dd, J= 5.6, 9.2 Hz, 1H), 7.63 - 7.50 (m, 2H), 7.44 (s, 1H), 7.40 - 7.35 (m, 2H), 7.31 - 7.21 (m, 2H), 4.40 (s, 2H).

Step 2 - 4-Benzylsulfanyl-2-fluoro-aniline & 2-benzylsulfanyl-4-fluoro-aniline

[1686] To a solution of 4-benzylsulfanyl-2-fluoro- 1 -nitro-benzene (9.20 g, 34.9 mmol, mixture of regioisomers) in EtOH (100 mL) and H ₂ O (20 mL) was added Fe (11.7 g, 209 mmol) and NH4CI (18.6 g, 349 mmol), then the mixture was stirred at 80 °C for 2 hrs. On completion, the mixture was filtered and concentrated in vacuo to give the residue. SFC indicated two peaks, the first peak was 2-benzylsulfanyl-4- fluoro- aniline and the second peak was 4-benzylsulfanyl-2-fluoro-aniline, which were confirmed by 2D NMR. The residue was purified by column chromatography (SiO ₂ , PE: EA = 1 : 1), which was further separated by SFC (column: DAI CEL CHIRALCEL OJ (250mm*30mm, lOum); mobile phase: [CO2- MeOH]; B%: 35%, isocratic elution mode) to give 4-benzylsulfanyl-2-fluoro-aniline (2.40 g, 29% yield) as gray oil ( ¹ H NMR (400 MHz, DMSO-A) δ 7.29 - 7.24 (m, 2H), 7.23 - 7.17 (m, 3H), 6.97 (dd, J = 2.0, 11.6 Hz, 1H), 6.86 (dd, J= 1.6, 8.4 Hz, 1H), 6.66 (dd, J= 8.4, 9.6 Hz, 1H), 5.27 (s, 2H), 4.01 (s, 2H). LC- MS (ESI ⁺ ) m/z 234.1 (M+H) ⁺ ) and 2-benzylsulfanyl-4-fluoro-aniline (4.2 g, 51.52% yield) as gray oil ( ^† H NMR (400 MHz, DMSO-r/ ₆ ) δ 7.30 - 7.18 (m, 5H), 6.91 (dd, J = 2.8, 9.2 Hz, 1H), 6.87 - 6.82 (m, 1H), 6.70 (dd, J= 5.2, 8.8 Hz, 1H), 5.11 (s, 2H), 4.04 (s, 2H). LC-MS (ESH) m/z 233.9 (M+H) ⁺ ).

Synthesis of 3-Fluoro-4-[[4-[(3S)-3-hydroxy-3-methyl-l-piperidyl]-5-(trif luoromethyl)pyrimidin-2- yl] aminojbenzenesulfonyl chloride (Intermediate PW)

Step 1 - N-(4-benzylsulfanyl-2-fluoro-phenyl)-4-chloro-5-(trifluorome thyl)pyrimidin-2-amine

[1687] To a solution of 2,4-dichloro-5-(trifluoromethyl)pyrimidine (372 mg, 1.71 mmol, CAS# 3932-97- 6) in t-BuOH (4 mL) and DCE (4 mL) was added ZnCI? (1 M, 2.06 mL) at 0 °C and the mixture was stirred at 0 °C for 1 hr. Then 4-benzylsulfanyl-2-fluoro-aniline (400 mg, 1.71 mmol, Intermediate PU) and TEA (190 mg, 1.89 mmol) in DCE (4 mL) and t-BuOH (4 mL) was added at 0 °C , then the mixture was stirred at 25 °C for 14 hrs. On completion, the mixture was diluted with water (5 mL) and extracted with EA (5 mLX 3). The combined organic layer was dried over anhydrous Na?SO4, filtered and concentrated in vacuo to give the residue. The residue was purified by prep-HPLC (column: Phenomenex luna C18 150*25mm* lOum; mobile phase: [water (FA) - ACN]; gradient: 69% - 99% B over 10 min) to give the title compound (300 mg, 42% yield) as yellow solid. ¹ H NMR (400 MHz, DMSO-r/g) δ 10.32 (s, 1H), 8.73 (s, 1H), 7.45 (t, J= 8.4 Hz, 1H), 7.41 - 7.37 (m, 2H), 7.34 - 7.29 (m, 3H), 7.27 - 7.22 (m, 1H), 7.17 (dd, J = 1.6, 8.4 Hz, 1H), 4.31 (s, 2H). LC-MS (ESI ⁺ ) m/z 413.9 (M+H) ⁺ .

Step 2 - (3S)-l-[2-(4-benzylsulfanyl-2-fluoro-anilino)-5-(trifluorome thyl)pyrimidin-4-yl]-3-methyl- piperidin-3-ol [1688] To a solution of N-(4-benzylsulfanyl-2-fluoro-phenyl)-4-chloro-5-(trifluorome thyl)pyrimidin-2- amine (100 mg, 241 pmol) in DMF (1 mL) was added DIEA (31.2 mg, 241 pmol), then (3S)-3- methylpiperidin-3-ol (54.9 mg, 362 pmol, CAS# 2305080-37-7) was added and the mixture was stirred at 25 °C for 2 hrs. On completion, the mixture was filtered to give the residue. The residue was purified by prep-HPLC (column: Phenomenex luna C18 150*25mm* lOum; mobile phase: [water (FA) - ACN]; gradient: 61% - 91% B over 10 min) to give the title compound (90.0 mg, 75% yield) as white solid. ^† H NMR (400 MHz, CDCl ₃ ) δ 8.35 (s, 1H), 8.14 (t, J= 8.4 Hz, 1H), 7.32 - 7.27 (m, 2H), l.T! - 7.20 (m, 4H), 7.12 - 7.03 (m, 2H), 4.07 (s, 2H), 4.00 (d, J= 13.6 Hz, 1H), 3.89 - 3.86 (m, 1H), 3.18 - 3.09 (m, 1H), 3.06 (d, J = 13.6 Hz, 1H), 1.98 - 1.84 (m, 1H), 1.80 - 1.77 (m, 1H), 1.68 - 1.57 (m, 2H), 1.56 - 1.50 (m, 1H), 1.24 (s, 3H). LC-MS (ESI ⁺ ) m/z 493.3 (M+H) ⁺ .

Step 3 - 3-fhioro-4-[[4-[(3S)-3-hydroxy-3-methyl-l-piperidyl]-5-(trif hioromethyl)pyrimidin-2-yl] amino]benzenesulfonyl chloride

[1689] To a solution of (3S)-l-[2-(4-benzylsulfanyl-2-fluoro-anilino)-5-(trifluorome thyl)pyrimidin-4-yl] - 3-methyl-piperidin-3-ol (69.0 mg, 140 pmol) in ACN (1 mL), AcOH (0.1 mL) and H ₂ O (0.01 mL) was added NCS (74.8 mg, 560 pmol). Then the mixture was stirred at 25 °C for 40 mins under dark atmosphere. On completion, the mixture was diluted with water (3 mL) and extracted with EA (3 mL X 3). The combined organic layer was dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (50.0 mg, 76% yield) as colorless oil. LC-MS (ESI ⁺ ) m/z 468.9 (M+H) ⁺ .

Synthesis of 6-Chloro-8-(l-cyclopropylethyl)-2-methylsulfonyl-pyrido [2,3-d]pyrimidin-7-one (Intermediate PX)

Step 1 - 5-Bromo-2-chloro-N-(l-cyclopropylethyl)pyrimidin-4-amine

[1690] To a solution of 5-bromo-2,4-dichloro-pyrimidine (20.0 g, 87.7 mmol, 11.2 mL, CAS# 36082-50- 5) in MeCN (200 mL) was added TEA (20.4 g, 201 mmol, 28.1 mL) and 1 -cyclopropylethanamine hydrochloride (13.9 g, 114 mmol, CAS# 42390-64-7) at 0 °C. Then the mixture was stirred at 25 °C for 16 hrs. On completion, the mixture was poured into H ₂ O (200 mL), and extracted with EA(200 mL X 3). The organic layer was washed with brine (100 mL) and dried with anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (23.4 g, 91% yield) as white solid. LC-MS (ESI ⁺ ) m/z 277.8 (M + 3) ⁺ .

Step 2 - 5-Bromo-N-(l-cyclopropylethyl)-2-methylsulfanyl-pyrimidin-4- amine

[1691] To a solution of 5-bromo-2-chloro-N-(l-cyclopropylethyl)pyrimidin-4-amine (23.4 g, 84.6 mmol) in DMF (230 mL) was added NaSMe (14.8 g, 211 mmol, 13.5 mL) at 0 °C, then the mixture was stirred at 25 °C for 12 hours. On completion, the mixture was poured into H ₂ O (300 mL) and extracted with EA (300 mL X 3). Then the combined organic layer was dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (24.0 g, 98% yield) as yellow solid. LC-MS (ESI ⁺ ) m/z 290.0 (M + 3) ⁺ . The water layer was quenched with NaClO (100 mL) at 0°C, then discarded.

Step 3 - Methyl (E)-3-[4-(l-cyclopropylethylamino)-2-methylsulfanyl-pyrimidi n-5-yl]prop-2-enoate

[1692] To a solution of 5-bromo-N-(l-cyclopropylethyl)-2-methylsulfanyl-pyrimidin-4- amine (12 g, 41.6 mmol) in DMF (150 mL) was added Pd(PPh ₃ )4 (4.81 g, 4.16 mmol) and TEA(12.6 g, 125 mmol, 17.4 mL), then methyl prop-2-enoate (31.8 g, 370 mmol, 33.3 mL)was added at 25 C. The mixture was then stirred at 90 °C for 48 hrs under N2 atmosphere. On completion, the mixture was quenched with NaClO (50 mL) at 0°C, diluted with H ₂ O (300 mL), and extracted with EA(300 mL X 3). The combined organic layer was washed with saturated brine (100 mL), dried over anhydrous Na ₂ SO ₄ , fdtered and concentrated in vacuo to give the residue. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate=20 : 1 to 4 : 1) to give the title compound (4.20 g, 34% yield) as a yellow oil. ¹ H NMR (400 MHz, DMSO-t/g) δ 8.36 (s, 1H), 7.81 (d, J= 16.0 Hz, 1H), 7.65 (d, J = 8.0 Hz, 1H), 6.51 (d, J = 15.6 Hz, 1H), 3.72 (s, 3H), 3.70 - 3.64 (m, 1H), 2.41 (s, 3H), 1.24 -1.22 (m, 3H), 1.11 - 1.03 (m, 1H), 0.49 - 0.36 (m, 2H), 0.31 - 0.18 (m, 2H). LC-MS (ES1 ⁺ ) m/z 294.4(M + H) ⁺ .

Step 4 - 8-(l-Cyclopropylethyl)-2-methylsulfanyl-pyrido[2,3-d]pyrimid in-7-one

[1693] To a solution of methyl (E)-3-[4-(l-cyclopropylethylamino)-2-methylsulfanyl-pyrimidi n-5- yl]prop-2-enoate (3.00 g, 10.2 mmol) in NMP (30 mL) was added DBU (7.78 g, 51.1 mmol, 7.71 mL) , then the mixture was stirred at 120 °C for 2 hrs. On completion, the reaction mixture was diluted with H ₂ O (100 mL) and extracted with DCM (50 mL X 3). The combined organic layer was dried over anhydrous

Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (3.20 g, 59% yield) as a brown oil. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 8.87 (s, 1H), 7.91 (d, J = 9.6 Hz, 1H), 6.60 ( s, 1H), 4.86 - 4.46 (m, 1H), 2.52 (s, 3H), 2.05 - 2.02 (m, 1H), 1.68 - 1.56 (m, 3H), 0.66 - 0.58 (m, 1H), 0.38 (s, 2H), 0.08 (s, 1H). LC- MS (ESI ⁺ ) m/z 262.0(M + H) ⁺ .

Step 5 - 8-(l-Cyclopropylethyl)-2-methylsulfonyl-pyrido[2,3-d]pyrimid in-7-one

[1694] To a solution of 8-(l-cyclopropylethyl)-2-methylsulfanyl-pyrido[2,3-d]pyrimid in-7-one (2.00 g, 7.65 mmol) in DCM (20 mL) was added m-CPBA (3.42 g, 16.8 mmol, 85% solution) at 0°C, then the mixture was stirred at 25 °C for 1 hr. On completion, the reaction mixture was quenched with saturated Na2SOi (10 mL) and saturated Na2COa (10 mL) at 0 °C, diluted with H ₂ O (30 mL) and extracted with EA (20 mL X 3). The combined organic layer was dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. The residue was purified by reversed-phase (0.1% FA condition) to give the title compound (1.00 g, 44% yield) as a white solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 9.29 (s, 1H), 8.10 (d, J = 9.6 Hz, 1H), 6.90 (d, J = 9.2 Hz, 1H), 4.80 - 4.47 (m, 1H), 3.45 (s, 3H), 2.09 - 1.86 (m, 1H), 1.65 (s, 3H), 0.64 - 0.63 (m, 1H), 0.46 - 0.27 (m, 2H), 0.11 (s, 1H). LC-MS (ES1 ⁺ ) m/z 294.1 (M + H) ⁺ .

Step 6 - 6-Chloro-8-(l-cyclopropylethyl)-2-methylsulfonyl-pyrido[2,3- d]pyrimidin-7-one

[1695] To a solution of 8-(l-cyclopropylethyl)-2-methylsulfonyl-pyrido[2,3-d]pyrimid in-7-one (300 mg, 1.02 mmol) in DMF (5 mL) was added NCS (409 mg, 3.07 mmol) , then the mixture was stirred at 70 °C for 48 hours. On completion, the reaction mixture was diluted with H ₂ O (20 mL) and extracted with EA ( 10 mLX 3). The combined organic layer was dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. Then the residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acctatcH O : 1 to 2 : 1) to give the title compound ( 1.20 g, 89% yield) as a yellow oil. ¹ H NMR (400 MHz, DMSO-cA,) 5 9.27 (s, 1H), 8.53 (s, 1H), 4.88 - 4.51 (m, 1H), 3.46 (s, 3H), 2.49 - 2.37 (m, 1H), 1.67 (s, 3H), 0.65 - 0.64 (m, 1H), 0.48 - 0.43 (m, 1H), 0.35 - 0.30 (m, 1H), 0.15 (s, 1H). LC-MS (ESI ⁺ ) m/z 328.1(M+H) ⁺ .

Synthesis of 2-[4-(7-azaspiro[3.5]nonan-2-ylsulfonyl)-2-methyl-anilino]-6 -chloro-8-(l- cyclopropylethyl)pyrido[2,3-d]pyrimidin-7-one (Intermediate PY)

Step 1 - Tert-butyl 2-[4-[[6-chloro-8-(l-cyclopropylethyl)-7-oxo-pyrido[2,3-d]py rimidin-2-yl]amino]-3- methyl-phenyl]sulfonyl-7-azaspiro [3.5]nonane-7-carboxylate

[1696] To a solution of tert-butyl 2-(4-amino-3-methyl-phenyl)sulfonyl-7-azaspiro[3.5]nonane-7- carboxylate (320 mg, 811 pmol, Intermediate PF) in DMF (10 mL), was added t-BuOK (273 mg, 2.43 mmol) was at 0°C, then 6-chloro-8-(l-cyclopropylethyl)-2-methylsulfonyl-pyrido[2,3- d]pyrimidin-7-one (797.60 mg, 2.43 mmol, Intermediate PX). Finally, the mixture was stirred at 25 °C for 2 hrs under N2 atmosphere. On completion, the reaction mixture was diluted with H ₂ O (20 mL) and extracted with EA ( 10 mLX 3). The combined organic layer was dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. Then the residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate=8 : 1 to 2 : 1) to give the title compound (100 mg, 19% yield) as a yellow solid. ¹ H NMR (400 MHz, DMSO-dg) δ 9.76 - 9.66 (m, 1H), 8.77 (s, 1H), 8.24 - 8.17 (m, 1H), 7.80 - 7.65 (m, 3H), 4.13 (t, J= 8.4 Hz, 1H), 2.89 (s, 3H), 2.73 (s, 3H), 2.36 - 2.32 (m, 4H), 2.13 - 2.05 (m, 4H), 2.01 - 1.92 (m, 4H), 1.52 - 1.41 (m, 9H), 1.23 (s, 1H), 0.89 - 0.78 (m, 1H), 0.37 - 0.19 (m, 2H), 0.17 - -0.01 (m, 2H). LC-MS (ESI ⁺ ) m/z 642.2(M+H) ⁺ .

Step 2 2-[4-(7-azaspiro[3.5]nonan-2-ylsulfonyl)-2-methyl-anilino]-6 -chloro-8-(l- cyclopropylethyl)pyrido[2,3-d]pyrimidin-7-one

[1697] To a solution oftert-butyl 2-[4-[[6-chloro-8-(l-cyclopropylethyl)-7-oxo-pyrido[2,3-d]py rimidin-2- yl]amino]-3-methyl-phenyl]sulfonyl-7-azaspiro[3.5]nonane-7-c arboxylate (50.0 mg, 77.8 pmol) in DCM (2 mL) was added TFA (8.88 mg, 77.8 nmol, 5.78 pL), then the mixture was stirred at 25 °C for 0.5 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (40.0 mg, 78% yield, TFA) as a brown oil. LC-MS (ESI ⁺ ) m/z 542.2(M+H) ⁺ .

Synthesis of 8-Cyclopentyl-2-(methylsulfonyl)-5,8-dihydropyrido[2,3-d]pyr imidin-7(6H)-one

(Intermediate PZ)

PZ

[1698] To a solution of 8-cyclopentyl-2-(methylthio)-5,8-dihydropyrido[2,3-d]pyrimid in-7(6H)-one (260 mg, 987 pmol, Intermediate HN) in DCM (8 mL) was added m-CPBA (801 mg, 3.95 mmol, 85% solution). The mixture was stirred at 25 °C for 1 hr. The reaction mixture was diluted with Na ₂ SO ₄ (20 mL) and extracted with DCM (20 mL X 3). The combined organic layers were washed with N HCO3(20 mL) and NaCl (20 mL), dried over Na2SCL, filtered and concentrated in vacuo to give the title compound (253 mg, 87% yield) as white oil. LC-MS (ESL) m/z 296.0 (M+H) ⁺ .

Synthesis of 2-((4-((7-Azaspiro[3.5]nonan-2-yl)sulfonyl)-2-methylphenyl)a mino)-8-cyclopentyl-5,8- dihydropyrido[2,3-d]pyrimidin-7(6H)-one (Intermediate QA) Step 1 - Tert-butyl 2-((4-((8-cyclopentyl-7-oxo-5,6,7,8-tetrahydropyrido[2,3-d]p yrimidin-2-yl)amino)-3- methylphenyl)sulfonyl)-7-azaspiro[3.5]nonane-7-carboxylate

[1699] A mixture of 8-cyclopentyl-2-(methylsulfonyl)-5,8-dihydropyrido[2,3-d]pyr imidin-7(6H)-one (329 mg, 1.11 mmol, Intermediate PZ), tert-butyl 2-((4-amino-3-methylphenyl)sulfonyl)-7- azaspiro[3.5]nonane-7-carboxylate (439 mg, 1.11 mmol, Intermediate PF), and t-BuOK (499 mg, 4.46 mmol) at 0 °C in DMF (2 mL) was degassed and purged with N2 three times, and then the mixture was stirred at 0 °C for 1 hr under N2 atmosphere. On completion, the reaction mixture was concentrated in vacuo to give a residue. The residue was firstly purified by prep-HPLC (column: Phenomenex luna C18 150*25mm* 10um;mobile phase: [water(FA)-ACN];B%: 53%-83%,10min), then was purified by prep- HPLC (column: Phenomenex luna C18 150*25mm* 10um;mobile phase: [water(FA)-ACN];B%: 58%- 88%,10min) to give the title compound (30.0 mg, 4% yield) as a yellow solid. LC-MS (ESL) m/z 610.4(M+H) ⁺ .

Step 2 - l-(l-(2,6-Dioxopiperidin-3-yl)-4-fluoro-3-methyl-2-oxo-2,3-d ihydro-lH-benzo[d]imidazol-5- yl)piperidine-4-carbaldehyde

[1700] To a solution of 3-[5-[4-(dimethoxymethyl)-l-piperidyl]-4-fluoro-3-methyl-2-o xo-benzimidazol-

1-yl]piperidine-2, 6-dione (30.0 mg, 69.0 pmol) was added HCOOH (3.32 mg, 69.05 pmol, 1 mL). The mixture was then stirred at 80 °C for 1 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (24.0 mg, 89% yield) as a brown solid. LC-MS (ESI ⁺ ) m/z 389.0(M+H) ⁺ .

Step 3 - 2-((4-((7-Azaspiro[3.5]nonan-2-yl)sulfonyl)-2-methylphenyl)a mino)-8-cyclopentyl-5,8- dihydropyrido[2,3-d]pyrimidin-7(6H)-one

[1701] To a solution of tert-butyl 2-((4-((8-cyclopentyl-7-oxo-5,6,7,8-tetrahydropyrido[2,3-d]p yrimidin-

2-yl)amino)-3-methylphenyl)sulfonyl)-7-azaspiro[3.5]nonan e-7-carboxylate (30.0 mg, 49.2 pmol,) in DCM (1.5 mL) was added TFA (767mg, 6.73 mmol, 0.5 mL). The mixture was then stirred at 25 °C for 0.5 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (25.0 mg, 99% yield) as a yellow solid. LC-MS (ESI ⁺ ) m/z 510.2(M+H) ⁺ .

Synthesis of l-[2-[4-(7-Azaspiro[3.5]nonan-2-ylsulfonyl)-2-methyl-anilino ]-5-

(trifluoromethyl)pyrimidin-4-yl]-4-methyl-piperidin-4-ol (Intermediate QB)

Step 1 - Tert-butyl 2-[4-[[4-(4-hydroxy-4-methyl-l-piperidyl)-5-(trifluoromethyl ) pyrimidin-2-yl] amino]- 3-methyl-phenyl]sulfonyl-7-azaspiro[3.5]nonane-7-carboxylate

[1702] To a solution of 4-methylpiperidin-4-ol (48.0 mg, 417 pmol, CAS# 3970-68-1) inACN (4 mL) was added TEA (363 mg, 0.5 mL), then tert-butyl 2-[4-[[4-chloro-5-(trifluoromethyl) pyrimidin-2-yl] amino]- 3-methyl-phenyl] sulfonyl-7-azaspiro[3.5]nonane-7-carboxylate (200 mg, 347 pmol, Intermediate NK) was added to the former mixture. Then the mixture was stirred at 25 °C for 2 hrs. On completion, the mixture was diluted with EA (10 mL) and water (20 mL), then extracted with EA (3 X 10 mL). The combined organic layer was dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (200 mg, 88% yield) as a white solid. NM ¹ HR (400 MHz, DMSO-de) δ 1.14 (s, 3H), 1.17 (m, 2 H), 1.37 (s, 9H), 1.39 - 1.43 (m, 2H), 1.48 - 1.52 (m, 4H), 1.92 - 2.00 (m, 3H), 2.04 - 2.12 (m, 2H), 2.34 (s, 3H), 3.1 - 3.25 (m, 4H), 3.36 - 3.40 (m, 1H), 3.72 (d, J = 13.2 Hz, 2H), 4.02 - 4.11 (m, 1H), 4.42 (s, 1H), 7.5 - 7.72 (m, 2H), 7.92 (d, J= 8.4 Hz, 1H), 8.37 (s, 1H), 9.14 (s, 1H). LC-MS (ESH) m/z 654.4 (M+H) ⁺ .

Step 2 - l-[2-[4-(7-Azaspiro[3.5]nonan-2-ylsulfonyl)-2-methyl-anilino ]-5-(trifluoromethyl)pyrimidin-4- yl]-4-methyl-piperidin-4-ol

[1703] To a solution of tert-butyl 2-[4-[[4-(4-hydroxy-4-methyl-l-piperidyl)-5- (trifluoromethyl)pyrimidin-2-yl]amino]-3-methyl-phenyl]sulfo nyl-7-azaspiro[3.5]nonane-7-carboxylate (100 mg, 152 pmol) in DCM (4 mL) was added TFA (16.8 mmol, 1.25 mL), then the mixture was stirred at 25 °C for 1 hr. On completion, the mixture was concentrated in vacuo to give the compound (100 mg, 97% yield, TFA) as yellow solid. LC-MS (ESI ⁺ ) m/z 554.2 (M+H) ⁺ .

Synthesis of l-[l-(2,6-Dioxo-3-piperidyl)-2-oxo-4-pyridyl]piperidine-4-ca rbaldehyde (Intermediate QC)

Step 1 - 3-(4-Bromo-2-oxopyridin-l(2H)-yl)piperidine-2, 6-dione

[1704] To a mixture of 4-bromopyridin-2(17/)-one (10.0 g, 57.5 mmol, CAS# 36953-37-4) in THF (50.0 mL) and DMSO (50.0 mL) was added t-BuOK (12.9 g, 115 mmol) at 0 °C and the mixture was stirred for 0.5 h. Then 3-bromopiperidine-2, 6-dione (16.6 g, 86.2 mmol, CAS# 62595-74-8) in THF (50.0 mL) was added at 0 °C and the resulting mixture was allowed to warm up to rt and the mixture was stirred for 16 h. On completion, the reaction mixture was poured into saturated aqueous NH4CI (LO L), extracted with ethyl acetate (200 mL x 3) and MeCN (200 mL x 3). The combined organic layers were dried over anhydrous

Na ₂ SO ₄ , filtered and concentrated under reduced pressure to give a residue (16.0 g). The residue (16.0 g) was triturated with ethyl acetate (300 mL) at rt for 1 h, filtered to give a filter cake as the crude product (3.8 g). The crude was further triturated with MeOH (30.0 mL) at rt for 1 h, filtered and the filter cake was dried to give the title compound (2.06 g, 12% yield) as a purple solid. LC-MS (ESL) m/z 287.2 & 285.2 ( ^Xl Br+11 & ⁷⁹ Br+H) ⁺ ; ¹ H NMR (400 MHz, DMSO-t/ ₆ ) d = 11.06 (s, 1H), 7.65 (d, J = 7.2 Hz, 1H), 6.78 (d, J= 2.0 Hz, 1H), 6.54 (dd, J= 2.0, 7.2 Hz, 1H), 5.64 - 5.13 (m, 1H), 2.93 - 2.70 (m, 1H), 2.66 - 2.52 (m, 2H), 2.07 - 1.91 (m, 1H).

Step 2 - 3-[4-[4-(Dimethoxymethyl)-l-piperidyl]-2-oxo-l-pyridyl]piper idine-2, 6-dione

[1705] To a solution of 3-(4-bromo-2-oxo-l-pyridyl)piperidine-2, 6-dione (110 mg, 386 pmol) and 4- (dimethoxy methyl)piperidine (92.2 mg, 579 pmol, CAS# 188646-83-5) in dioxane (1 mL) was added CS2CO3 (377 mg, 1.16 mmol), and Pd-PEPPSI-IHeptCl (37.5 mg, 38.6 pmol). The mixture was then stirred at 100 °C for 16 hrs. On completion, the mixture was filtered, and the filtrate was diluted with H ₂ O (5 mL) and DCM (5 mL), then extracted with DCM (10 mL X 3). The combined organic layer was dried over

Na ₂ SO ₄ , then filtered and concentrated in vacuo to give the residue. The residue was purified by prep-HPLC (column: Phenomenex luna C 18 150*25mm* lOum; mobile phase: [water (FA)- ACN]; gradient: 10%-40% B over 8 min) to give the title compound (10.0 mg, 7% yield) as a white solid. ¹ H NMR (400 MHz, CHLOROFORM-^ 5 7.96 (s, 1H), 6.99 - 6.91 (m, 1H), 6.03 - 6.00 (m, 1H), 5.77 - 5.68 (m, 1H), 3.84 (d, ./ - 12.4 Hz, 2H), 2.86 (s, 3H), 2.58 - 2.45 (m, 1H), 2.26 - 2.21 (m, 1H), 1.82 (d, J = 14.4 Hz, 2H), 1.40 - 1.24 (m, 5H). LC-MS (ESL) m/z 364.1 (M+H) ⁺ .

Step 3 - l-[l-(2,6-Dioxo-3-piperidyl)-2-oxo-4-pyridyl]piperidine-4-ca rbaldehyde

[1706] To a solution of 3-[4-[4-(dimethoxymethyl)-l-piperidyl]-2-oxo-l-pyridyl]piper idine-2, 6-dione (10.0 mg, 27.5 pmol) in formic acid (1 mL) was stirred at 60 °C for 0.5 hr. On completion, the mixture was concentrated in vacuo to give the title compound (8.20 mg, 94% yield) as a white solid. LC-MS (ESI ⁺ ) m/z 363.2 (M+H) ⁺ .

Synthesis of 2-[l-[2-[4-(7-Azaspiro[3.5]nonan-2-ylsulfonyl)-2-methyl-anil ino]-5-(trifhioroniethyl) pyrimidin-4-yl]pyrrolidin-3-yl]propan-2-ol (Intermediate QD)

QD

Step 1 - Tert-butyl 2-[4-[[4-[3-(l-hydroxy-l-methyl-ethyl)pyrrolidin-l-yl]-5-(tr ifluoromethyl)pyrimidin-2- yl]amino]-3-methyl-phenyl]sulfonyl-7-azaspiro[3.5]nonane-7-c arboxylate

[1707] To a solution of 2-pyrrolidin-3-ylpropan-2-ol;hydrochloride (34.6 mg, 208 pmol, CAS# 1357923-

37-5) in ACN (2 mL) was added TEA (48.4 pL, 348 pmol). Then tert-butyl 2-[4-[[4-chloro-5- (trifluoromethyl)pyrimidin-2-yl]amino]-3-methyl-phenyl]sulfo nyl-7-azaspiro[3.5]nonane-7-carboxylate (100 mg, 174 Limol, Intermediate NK) was added and the mixture was stirred at 25 °C for 2 hrs. On completion, the mixture was diluted with water (50 mL) and extracted with EA (20 mL X 3). The combined organic layers were dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (100 mg, 86% yield) as yellow solid. ¹ H NMR (400 MHz, DMSO-c/g) δ 8.97 (s, 1H), 8.33 (s, 1H), 8.06 (d, ./ - 8.4 Hz, 1H), 7.66 (s, 1H), 7.61 - 7.59 (m, 1H), 4.42 (s, 1H), 4.10 - 4.03 (m, 1H), 3.72 - 3.63 (m, 1H), 3.56 - 3.54 (m, 1H), 3.51 - 3.42 (m, 2H), 3.24 - 3.15 (m, 4H), 2.35 (s, 3H), 2.19 - 2.17 (m, 1H), 2.07 - 2.05 (m, 2H), 1.98 - 1.92 (m, 2H), 1.90 - 1.89 (m, 1H), 1.81 - 1.76 (m, 1H), 1.51 - 1.46 (m, 2H), 1.44 - 1.39 (m, 2H), 1.37 (s, 9H), 1.11 (d, J = 4.4 Hz, 6H). LC-MS (ESI ⁺ ) m/z 668.3 (M+H) ⁺ .

Step 2 - 2-[l-[2-[4-(7-Azaspiro[3.5]nonan-2-ylsulfonyl)-2-methyl-anil ino]-5-(trifluoromethyl) pyrimidin- 4-yl]pyrrolidin-3-yl]propan-2-ol

[1708] A solution of tert-butyl 2- [4- [[4- [3 -( 1 -hydroxy- 1 -methyl-ethyl)pyrro lidin- 1 -yl] -5-(trifluoromethyl) pyrimidin-2-yl]amino]-3-methyl-phenyl]sulfonyl-7-azaspiro[3. 5]nonane-7-carboxylate (75.0 mg, 112 pmol) in DCM (1 mL) and TFA (0.3 mL) was stirred at 25 °C for 1 hr. On completion, the mixture was concentrated in vacuo to give the title compound (70.0 mg, 91% yield, TFA) as yellow gum. LC-MS (ESI ⁺ ) m/z 568.3 (M+H) ⁺ .

Synthesis of Tert-butyl 2-[4-[[4-[(3S)-3-(l-hydroxy-l-methyl-ethyl)pyrrolidin-l-yl]- 5- (trifhioromethyl) pyrimidin-2-yl|amino]-3-methyl-phenyl]sulfonyl-7-azaspiro[3. 5]nonane-7- carboxylate (Intermediate QE) and tert-butyl 2-[4-[[4-[(3R)-3-(l-hydroxy-l-methyl-ethyl)pyrrolidin- l-yl]-5-(trifluoromethyl)pyrimidin-2-yl]amino]-3-methyl-phen yl]sulfonyl-7-azaspiro[3.5]nonane-7- carboxylate (Intermediate QF)

Tert-butyl 2-[4-[[4-[3-(l -hydroxy- l-methyl-ethyl)pyrrolidin-l-yl]-5-(trifluoromethyl) pyrimidin-2- yl]amino]-3-methyl-phenyl]sulfonyl-7-azaspiro[3.5]nonane-7-c arboxylate (1.00 g, 1.50 mmol, synthesized via Step 1 of Intermediate QD) was separated by SFC (column: DAICEL CHIRALPAK AD (250mm*30mm,10um); mobile phase: [CO2-i-PrOH]; B%:35%, isocratic elution mode) to give tert-butyl 2- [4- [ [4- [(3 S) -3 -( 1 -hydroxy- 1 -methyl-ethyl)pyrro lidin- 1 -yl]-5-(trifluoromethyl) pyrimidin-2-yl] amino] -3 - methyl-phenyl]sulfonyl-7-azaspiro[3.5]nonane-7-carboxylate (440 mg, 44% yield, ^† H NMR (400 MHz, DMSO-6/ ₆ ) δ 8.98 (s, 1H), 8.33 (s, 1H), 8.06 (d, J= 8.8 Hz, 1H), 7.66 (s, 1H), 7.61 - 7.59 (m, 1H), 4.42 (s, 1H), 4.09 - 4.04 (m, 1H), 3.73 - 3.63 (m, 1H), 3.60 - 3.54 (m, 1H), 3.51 - 3.41 (m, 2H), 3.25 - 3.15 (m, 4H), 2.35 (s, 3H), 2.23 - 2.15 (m, 1H), 2.10 - 2.07 (m, 2H), 1.99 - 1.91 (m, 2H), 1.91 - 1.85 (m, 1H), 1.83 - 1.76 (m, 1H), 1.51 - 1.45 (m, 2H), 1.44 - 1.40 (m, 2H), 1.37 (s, 9H), 1.11 - 1.10 (m, 6H). LC-MS (ESI ⁺ ) m/z 668.3 (M+H) ⁺ ) as yellow solid and tert-butyl 2-[4-[[4-[(3R)-3-(l -hydroxy- l-methyl-ethyl)pyrrolidin-l -yl]- 5-(trifluoromethyl)pyrimidin-2-yl]amino]-3-methyl-phenyl]sul fonyl-7-azaspiro[3.5]nonane-7-carboxylate (390 mg, 39% yield, ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 8.98 (s, 1H), 8.33 (s, 1H), 8.06 (d, J= 8.4 Hz, 1H), 7.66 (d, J= 2.0 Hz, 1H), 7.61 - 7.58 (m, 1H), 4.43 (s, 1H), 4.09 - 4.05 (m, 1H), 3.67 - 3.65 (m, 1H), 3.60 - 3.53 (m, 1H), 3.51 - 3.42 (m, 2H), 3.25 - 3.16 (m, 4H), 2.35 (s, 3H), 2.23 - 2.16 (m, 1H), 2.10 - 2.07 (m, 2H), 1.99 - 1.94 (m, 2H), 1.89 - 1.87 (m, 1H), 1.81 - 1.76 (m, 1H), 1.51 - 1.46 (m, 2H), 1.42 - 1.41 (m, 2H), 1.37 (s, 9H), 1.11 - 1.10 (m, 6H). LC-MS (ESI ⁺ ) m/z 668.3 (M+H) ⁺ ) as yellow solid. The absolute stereochemistry of the enantiomers was assigned arbitrarily.

Synthesis of 2-[(3S)-l-[2-[4-(7-azaspiro[3.5]nonan-2-ylsulfonyl)-2-methyl -anilino]-5-

(trifluoromethyl) pyrimidin-4-yl]pyrrolidin-3-yl]propan-2-ol (Intermediate QG)

[1709] A solution of tert-butyl 2-[4-[[4-[(3S)-3-(l-hydroxy-l-methyl-ethyl)pyrrolidin-l-yl]- 5- (trifluoromethyl) pyrimidin-2-yl]amino]-3-methyl-phenyl]sulfonyl-7-azaspiro[3. 5]nonane-7-carboxylate (80.0 mg, 119 pmol, Intermediate QE) in DCM (1 mL) and TFA (0.3 mL) was stirred at 25 °C for 0.5 hr. On completion, the mixture was concentrated in vacuo to give the title compound (75.0 mg, 92% yield, TFA) as yellow gum. LC-MS (ESI ⁺ ) m/z 568.3 (M+H) ⁺ .

[1710] 3-[5-(Azetidin-3-yl)-4-fluoro-3-methyl-2-oxo-benzimidazol-l- yl]piperidine-2, 6-dione (Intermediate QH)

Step 1 - Tert-butyl 3-[l-(2,6-dioxo-3-piperidyl)-4-fluoro-3-methyl-2-oxo-benzimi dazol- 5-yl]azetidine-l- carboxylate

Ten reactions were run in parallel. To an 15 mL vial equipped with a stir bar was added 3-(5-bromo-4- fluoro- 3-methyl-2-oxo-benzimidazol-l-yl)piperidine-2, 6-dione (500 mg, E40 mmol, synthesized via Step 1 of Intermediate MZ), tert-butyl 3 -bromoazetidine- 1 -carboxylate (430 mg, E83 mmol, CAS# 1064194- 10-0), Ir[dF(CF ₃ ) ppyh(dtbpy) (Ph,) (3 E5 mg, 28.0 pmol), NiCL.dibbpy (16.7 mg, 42.1 pmol), TTMSS (349 mg, E40 mmol), and 2,6-lutidine (300 mg, 2.81 mmol) in DME (10 mL). The vial was sealed and placed under nitrogen. The reaction was stirred and irradiated with a 10 W blue LED lamp (3 cm away), with cooling water to keep the reaction temperature at 25 °C for 14 hrs. On completion, the 10 batches were combined for work-up. The mixture was filtered, diluted with water (30 mL) and extracted with LA (20 mL X 3). The combined organic layer was dried over anhydrous Na?SO4, fdtered and concentrated in vacuo to give the residue. The residue was purified by reverse-phase (0.1% FA condition) to give the title compound (2.10 g, 34% yield) as yellow solid. ’H NMR (400 MHz, DMSO-t/g) δ 11.12 (s, 1H), 7.12 - 7.04 (m, 1H), 7.02 - 6.95 (m, 1H), 5.38 (dd, J = 5.6, 12.8 Hz, 1H), 4.25 (t, J = 6.8 Hz, 2H), 4.07 - 3.98 (m, 1H), 3.97 - 3.90 (m, 2H), 3.48 (d, J = 1.6 Hz, 3H), 3.30 (s, 3H), 2.96 - 2.84 (m, 1H), 2.68 - 2.60 (m, 2H), 2.06 - 1.99 (m, 1H), 1.40 (s, 9H). LC-MS (ESI ⁺ ) m/z 377.1 (M-56) ⁺ .

Step 2 - 3-[5-(Azetidin-3-yl)-4-fluoro-3-methyl-2-oxo-benzimidazol-l- yl]piperidine-2, 6-dione [17H] To a solution of tert-butyl 3-[l-(2,6-dioxo-3-piperidyl)-4-fluoro-3-methyl-2-oxo-benzimi dazol-5- yl] azetidine- 1 -carboxylate (1.90 g, 4.39 mmol) in DCM (20 mL) was added TFA (500 mg, 4.39 mmol), then the mixture was stirred at 25 °C for 2 hrs. On completion, the mixture was concentrated in vacuo to give the title compound (1.80 g, 91% yield, TFA) as yellow oil. LC-MS (ESI ⁺ ) m/z 333.0 (M+H) ⁺

Synthesis of 3 - [5- [1- [ [4- ](2R)-2-aminopropoxy] cyclohexyl] methyl] azetidin-3-yl] -4-fluoro-3-methyl-

2- oxo-benzimidazol-l-yl]piperidine-2, 6-dione (Intermediate QI)

Step 1 - Tert-butyl N-[(lR)-2-[4-[[3-[l-(2,6-dioxo-3-piperidyl)-4-fluoro-3-methy l-2-oxo- benzimidazol-5- yl]azetidin- 1 -yl]methyl]cyclohexoxy]- 1 -methyl-ethyl]carbamate

[1712] To a solution of 3-[5-(azetidin-3-yl)-4-fluoro-3-methyl-2-oxo-benzimidazol-l- yl]piperidine-2,6- dione (200 mg, 448 pmol, TFA, Intermediate QH) in THF (4 mL) was added TEA (45.3 mg, 448 pmol) until the pH = 9. Then tert-butyl N-[(lR)-2-(4-formylcyclohexoxy)-l-methyl-ethyl]carbamate (127 mg, 448 pmol, Intermediate NU) was added and AcOH (26.9 mg, 448 pmol) was added until pH = 6, and the mixture was stirred at -10 °C for 1 hr. Then NaBH(OAc)3 (237 mg, 1.12 mmol) was added and the mixture was stirred at -10 °C for 0.5 hr. On completion, the mixture was quenched with water (3 mL) at -10 °C, and concentrated in vacuo to give the residue. The residue was purified by prep-HPLC (column: Welch Xtimate C18 150*25mm*5um; mobile phase: [water (NH4HCO3) - MeOH]; gradient: 32%-62% B over 14 min) to give the title compound (110 mg, 40% yield) as a white solid. ¹ H NMR (400 MHz, DMSO-^e) § 11.11 (s, 1H), 7.11 - 7.03 (m, 1H), 6.98 (d, J= 8.4 Hz, 1H), 6.58 (d, J= 7.6 Hz, 1H), 5.37 (dd, J= 5.2, 12.8 Hz, 1H),

3.95 - 3.84 (m, 3H), 3.59 - 3.49 (m, 2H), 3.47 (d, J= 1.2 Hz, 3H), 3.34 - 3.29 (m, 2H), 3.19 - 3.10 (m, 2H),

2.95 - 2.84 (m, 1H), 2.76 - 2.66 (m, 1H), 2.66 - 2.58 (m, 1H), 2.47 - 2.45 (m, 2H), 2.02 - 1.98 (m, 1H), 1.94 - 1.92 (m, 2H), 1.76 - 1.73 (m, 2H), 1.37 (s, 9H), 1.33 - 1.27 (m, 1H), 1.13 - 1.03 (m, 2H), 0.98 (d, J= 6.6 Hz, 3H), 0.96 - 0.84 (m, 2H). LC-MS (ESH) m/z 602.5 (M+H) ⁺ .

Step 2 - 3-[5-[l-[[4-[(2R)-2-aminopropoxy]cyclohexyl]methyl]azetidin- 3-yl]-4-fluoro-3-methyl-2- oxo- benzimidazol- 1 -yl]piperidine-2, 6-dione

[1713] To a solution of tert-butyl N-[(lR)-2-[4-[[3-[l-(2,6-dioxo-3-piperidyl)-4-fluoro-3-methy l-2-oxo- benzimidazol-5-yl]azetidin-l-yl]methyl]cyclohexoxy]-l-methyl -ethyl]carbamate (95.0 mg, 157 pmol) in DCM (1.5 mL) wad added TFA (18.0 mg, 157 pmol), then the mixture was stirred at 25 °C for 1 hr. On completion, the mixture was concentrated in vacuo to give the title compound (90.0 mg, 92% yield, TFA) as yellow oil. LC-MS (ESI ⁺ ) m/z 502.1 (M+H) ⁺ .

Synthesis of 3- [4-(Azetidin-3-yl)-3-methyl-2-oxo-benzimidazol-l-yl]piperidi ne-2, 6-dione

(Intermediate QJ)

Step 1 - Tert-butyl 3-[l-(2,6-dioxo-3-piperidyl)-3-methyl-2-oxo-benzimidazol-4-y l]azetidine-l- carboxylate

[1714] To a solution of 3-(4-bromo-3-methyl-2-oxo-benzimidazol-l-yl)piperidine-2, 6-dione (4.05 g, 11.9 mmol, Intermediate DC) and tert-butyl 3 -bromoazetidine- 1 -carboxylate (2.83 g, 11.9 mmol, CAS# 1064194-10-0) in DME (210 mL) was added bis[3,5-difluoro-2-[5-(trifluoromethyl)-2-pyridyl] phenyl]iridium(l+);4-tert-butyl-2-(4-tert-butyl-2-pyridyl)py ridine;hexafluorophosphate (268 mg, 239 pmol), 4-tert-butyl-2-(4-tert-butyl-2-pyridyl)pyridine dichloronickel (143 mg, 359 pmol), TTMSS (2.98 g, 11.9 mmol, 3.69 mL) and 2,6-dimethylpyridine (11.5 g, 107 mmol, 12.5 mL). Then the mixture was stirred at 25 °C for 14 hrs under N2. On completion, the reaction mixture was concentrated in vacuo. The residue was diluted with water (100 mL) and extracted with EA (150 mL X 3). The combined organic layers were washed with water (50 mL X 3), dried over Na ₂ SO ₄ , fdtered and concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , PE: EA=3: 1 to 0: 1) to give the title compound (3.61 g, 8.71 mmol, 72% yield) as yellow solid. ¹ H NMR (400 MHz, DMSO-A) δ 11.32 - 10.87 (m, 1H), 7.24 (d, J = 7.6 Hz, 1H), 7.14 - 7.03 (m, 2H), 5.38 (dd, J = 5.2, 12.4 Hz, 1H), 4.55 - 4.42 (m, 1H), 4.28 (t, J = 8.0 Hz, 2H), 3.97 (d, J = 6.0 Hz, 2H), 3.50 (s, 3H), 2.96 - 2.81 (m, 1H), 2.79 - 2.56 (m, 3H), 1.41 (s, 9H).

Step 2 - 3-[4-(Azetidin-3-yl)-3-methyl-2-oxo-benzimidazol-l-yl]piperi dine-2, 6-dione

[1715] To a solution of tert-butyl 3-[l-(2,6-dioxo-3-piperidyl)-3-methyl-2-oxo-benzimidazol-4- yl]azetidine-l -carboxylate (300 mg, 724 pmol) in DCM (8 mL) was added TFA (50.5 mmol, 3.75 mL), then the mixture was stirred at 25 °C for 1 hr. On completion, the mixture was concentrated in vacuo to give the title compound (300 mg, 97% yield, TFA) as a yellow solid. LC-MS (ESI ⁺ ) m/z 315.0 (M+H) ⁺ .

Synthesis of 3- [4- [1- [ [4- ](2R)-2-aminopropoxy] cyclohexyl] methyl] azetidin-3-yl]-3-methyl-2-oxo- benzimidazol-l-yl]piperidine-2, 6-dione (Intermediate QK)

Step 1 - Tert-butyl N-[(lR)-2-[4-[[3-[l-(2,6-dioxo-3-piperidyl)-3-methyl-2-oxo-b enzimidazol-4- yl]azetidin- 1 -yl]methyl]cyclohexoxy]- 1 -methyl-ethyl]carbamate [1716] To a solution of 3-[4-(azetidin-3-yl)-3-methyl-2-oxo-benzimidazol-l-yl]piperi dine-2, 6-dione (300 mg, 700 pmol, TFA, Intermediate QJ) in THF (2 mL) and DMF (0.5 mL) was added TEA (700 pmol, 97.5 pL) at -10 °C. Then tert-butyl N-[(lR)-2-(4-formylcyclohexoxy)-l-methyl-ethyl]carbamate (260 mg, 910 pmol, Intermediate NU) and AcOH (700 pmol, 40.1 pL) were added and the mixture was stirred at -10 °C for 0.2 hr. Next, NaBH(OAc)3 (445 mg, 2. 10 mmol) was added and the mixture was stirred at - 10 °C for 2 hr. On completion, the mixture was concentrated in vacuo to give the residue. The residue was purified by prep-HPLC (column: Phenomenex luna C18 150*25mm* lOum; mobile phase: [water (FA)-ACN]; gradient: 14%-44% B over 10 min) to give the title compound (220 mg, 97% yield) as a white solid. ^† H NMR (400 MHz, DMSO-d ₆ ) δ 11.09 (s, 1H), 7.24 (d, J= 7.4 Hz, 1H), 7.03 - 7.12 (m, 2H), 6.53 - 6.66 (m, 1H), 5.37 (m, 1H), 4.28 - 4.50 (m, 1H), 3.83 - 4.07 (m, 2H), 3.60 - 3.71 (m, 1H), 3.53 - 3.56 (m, 1H), 3.51 (s, 3H), 3.10 - 3.21 (m, 3H), 2.79 - 2.99 (m, 2H), 2.58 - 2.76 (m, 4H), 2.41 - 2.48 (m, 1H), 1.91 - 2.03 (m, 3H), 1.76 (d, J = 11.2 Hz, 2H), 1.37 (s, 9H) 1.03 - 1.14 (m, 2H), 0.98 (d, J = 6.8 Hz, 3H), 0.87 - 0.96 (m, 2H). LC-MS (ESI ⁺ ) m/z 584.3 (M+H) ⁺ .

Step 2 - 3-[4-[l-[[4-[(2R)-2-aminopropoxy]cyclohexyl]methyl]azetidin- 3-yl]-3-methyl-2-oxo- benzimidazol- 1 -yl]piperidine-2, 6-dione

[1717] To a solution tert-butyl N-[(lR)-2-[4-[[3-[l-(2,6-dioxo-3-piperidyl)-3-methyl-2-oxo- benzimidazol-4-yl] azetidin-l-yl]methyl]cyclohexoxy]-l-methyl-ethyl]carbamate (90.0 mg, 154 pmol) in DCM (1 mL) was added TFA (15.1 mmol, 1.12 mL), then the mixture was stirred at 25 °C for 1 hr. On completion, the mixture was concentrated in vacuo to give the title compound (90.0 mg, 97% yield, TFA) as a yellow solid. LC-MS (ESL) m/z 484.2 (M+H) .

Synthesis of 4-[[4-[(3S)-3-(l-hydroxy-l-methyl-ethyl)pyrrolidin-l-yl]-5-( trifhioromethyl)pyrimidin- 2-yl] amino] -3-methyl-benzenesulfonyl chloride (Intermediate QL)

Step 1 - 2-[(3S)-l-[2-(4-benzylsulfanyl-2-methyl-anilino)-5-(trifluor omethyl)pyrimidin-4-yl] pyrrolidin-3- yl]propan-2-ol

[1718] To a solution of 2-[(3S)-pyrrolidin-3-yl]propan-2-ol (189 mg, 1.46 mmol, CAS# 1245645-24-2) in ACN (6 mL) was added TEA (3.66 mmol, 509 pL), then N-(4-benzylsulfanyl-2-methyl-phenyl) -4-chloro- 5-(trifluoromethyl)pyrimidin-2-amine (500 mg, 1.22 mmol, Intermediate EA) was added. The mixture was then stirred at 25°C for 1 hour. On completion, the mixture was diluted with EA (5 mL) and H ₂ O (20 mL), then extracted with EA (4 X 5mL). The combined organic layers were dried anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the residue. The residue was purified by column chromatography (SiO ₂ , PE: EA=5: 1 to 1: 1) to give the title compound (500 mg, 82% yield) as a white solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 8.73 (s, 1H), 8.24 (s, 1H), 7.48 (d, J = 8.4 Hz, 1H), 7.26 - 7.34 (m, 4H), 7.20 - 7.25 (m, 1H), 7.18 (d, J - 2.0 Hz, 1H), 7.11 (m, 1H), 4.41 (s, 1H), 4.18 (s, 2H), 3.61 (t, .7 = 9.6 Hz, 1H), 3.49 - 3.55 (m, 1H), 3.37 - 3.45 (m, 2H), 2.18 (s, 3H), 2.06 - 2.17 (m, 1H), 1.85 (m, 1H), 1.76 (m, 1H), 1.10 (d, J= 5.6 Hz, 6H). LC-MS (ESI ⁺ ) m/z 503.1 (M+H) ⁺ .

Step 2 - 4-[[4-[(3S)-3-(l-hydroxy-l-methyl-ethyl)pyrrolidin-l-yl]-5-( trifluoromethyl)pyrimidin-2- yl]amino]-3-methyl-benzenesulfonyl chloride

[1719] To a solution of 2-[(3S)- l-[2-(4-benzylsulfanyl-2-methyl-anilino)-5-(trifluoromethyl) pyrimidin-4- yl] pyrrolidin-3-yl]propan-2-ol (70.0 mg, 139 pmol) in ACN (1.5 mL) was added AcOH (2.45 mmol, 140 pL), H ₂ O (3.89 mmol, 70.0 pL) and NCS (55.8 mg, 418 pmol) in the dark. The mixture was then stirred at 25°C for 0.5 hr in the dark. On completion, the mixture was concentrated in vacuo to give the title compound (60.0 mg, 90% yield) as a yellow solid. LC-MS (ESI ⁺ ) m/z 478.9 (M+H) ⁺ .

Synthesis of 5-Methylpiperidin-3-ol (Intermediate QM)

QM

[1720] To a solution of 5-methylpyridin-3-ol (3.00 g, 27.5 mmol, CAS# 42732-49-0) in AcOH (50 mL) was added PtO2 (3.12 g, 13.8 mmol) under Ar atmosphere, and then the reaction mixture was degassed and purged with H2 for 3 times. After that the reaction mixture was stirred at 80 °C for 12 hours under H2 atmosphere (3.5 Mpa). On completion, the reaction mixture was filtered and concentrated in vacuo to give the title compound (1.50 g, 53% yield) as a black oil.

Synthesis of l-(2-((4-((7-Azaspiro[3.5]nonan-2-yl)sulfonyl)-2-methylpheny l)amino)-5-

(trifluoromethyl) pyrimidin-4-yl)-3,5-dimethylpiperidin-3-ol (Intermediate QN)

Step 1 - Tert-butyl 2-((4-((4-(3-hydroxy-5-methylpiperidin-l-yl)-5-(trifluoromet hyl) pyrimidin-2-yl) amino)-3-methylphenyl)sulfonyl)-7-azaspiro[3.5]nonane-7-carb oxylate

[1721] To a solution of tert-butyl 2-[4-[[4-chloro-5-(trifluoromethyl)pyrimidin-2-yl]amino]-3-m ethyl- pbenyl] sulfonyl-7-azaspiro[3.5]nonane-7-carboxylate (1.10 g, 1.91 mmol, Intermediate NK), and 5- methylpiperidin-3-ol (330 mg, 2.87 mmol, Intermediate QM) in ACN (5 mL) was added DIPEA (742 mg, 5.74 mmol), and then the mixture was stirred at 70 °C for 1 hr. On completion, the reaction mixture was partitioned between H ₂ O (30 mL) and EA (20 mL X 3). The organic phase was separated, washed with brine (20 mL X 2), dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (850 mg, 68% yield) as a white solid. LC-MS (ESI ⁺ ) m/z 654.3 (M+H) ⁺ .

Step 2 - Tert-butyl 2-((3-methyl-4-((4-(3-methyl-5-oxopiperidin-l-yl)-5-(trifluo romethyl)pyrimidin-2- yl)amino)phenyl)sulfonyl)-7-azaspiro[3.5]nonane-7-carboxylat e

[1722] To a solution of tert-butyl 2-[4-[[4-(3-hydroxy-5-methyl-l-piperidyl)-5-(trifluoromethyl ) pyrimidin-2-yl]amino]-3-methyl-phenyl]sulfonyl-7-azaspiro[3. 5]nonane-7-carboxylate (850 mg, 1.30 mmol) in DCM (5 mL) was added DMP (1.38 g, 3.25 mmol), and then the mixture was stirred at 15 °C for 5 hrs. On completion, the reaction mixture was partitioned between H ₂ O (30 mL) and DCM (20 mL X 3). The organic phase was separated, washed with brine (20 mL X 2), dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the residue. The residue was purified by column chromatography (SiO ₂ , PE/EA = 3/1 to 1/1) to give the title compound (300 mg, 60% yield) as a white solid. LC-MS (ESI ⁺ ) m/z 652.4 (M+H) ⁺ .

Step 3 - Tert-butyl 2-((4-((4-(3-hydroxy-3,5-dimethylpiperidin-l-yl)-5-(trifluor omethyl)pyrimidin-2- yl)amino)-3-methylphenyl)sulfonyl)-7-azaspiro[3.5]nonane-7-c arboxylate

[1723] To a solution of tert-butyl 2-[3-methyl-4-[[4-(3-methyl-5-oxo-l-piperidyl)-5-(trifluorom ethyl) pyrimidin-2-yl]amino]phenyl]sulfonyl-7-azaspiro[3.5]nonane-7 -carboxylate (100 mg, 153 pmol) in THE (2 mL) was added methylmagnesium bromide (3 M, 102 pL) at 0 °C dropwise, and then the mixture was stirred at 15 °C for 1 hr. On completion, the reaction mixture was partitioned between H ₂ O (30 mL) and EA (20 mL X 3). The organic phase was separated, washed with brine (20 mL X 2), dried over anhydrous

Na ₂ SO ₄ , filtered and concentrated in vacuo to give the residue. The residue was purified by reserve column (0.1% FA) to give the title compound (24.0 mg, 23% yield) as a white solid. ¹ H NMR (400 MHz, CD3CI) 5 8.37 (d, ./ - 8.4 Hz, 1H), 8.29 (s, 1H), 7.66 - 7.60 (m, 2H), 7.16 (s, 1H), 4.34 - 4.28 (m, 1H), 4.09 - 3.97 (m, 2H), 3.76 - 3.64 (m, 2H), 3.29 - 3.18 (m, 4H), 2.66 (t, J= 11.6 Hz, 1H), 2.48 (t, J= 12.4 Hz, 1H), 2.34 (s, 3H), 2.29 - 2.22 (m, 2H), 2.16 - 2.07 (m, 1H), 2.02 - 1.90 (m, 3H), 1.58 - 1.51 (m, 2H), 1.50 - 1.42 (m, 2H), 1.37 (s, 9H), 1.18 (s, 3H), 0.93 (d, J= 6.4 Hz, 3H); LCMS (ESI ⁺ ) m/z 668.4 (M+H) ⁺ .

Step 4 - l-(2-((4-((7-Azaspiro[3.5]nonan-2-yl)sulfonyl)-2-methylpheny l)amino)-5-(trifluoromethyl) pyrimidin-4-yl)-3,5-dimethylpiperidin-3-ol

[1724] To a solution of tert-butyl 2-[4-[[4-(3-hydroxy-3,5-dimethyl-l-piperidyl)-5-(trifluorome thyl) pyrimidin-2-yl]amino]-3-methyl-phenyl]sulfonyl-7-azaspiro[3. 5]nonane-7-carboxylate (24.0 mg, 35.9 pmol) in dioxane (1 mL) was added HCl/dioxane (4M, 5 mL), and then the mixture was stirred at 25 °C for 1 hr. On completion, the reaction mixture concentrated in vacuo to give the title compound (20.0 mg, 82% yield) as a black oil. LC-MS (ESI ⁺ ) m/z 568.3 (M+H) ⁺ .

Synthesis of 3-(3-Methyl-2-oxo-5-(piperazin-l-yl)-2,3-dihydro-lH-benzo[d] imidazol-l-yl)piperidine-

2,6-dione (Intermediate QO)

Step 1 - Tert-butyl 4-(l-(2,6-dioxopiperidin-3-yl)-3-methyl-2-oxo-2,3-dihydro-lH -ben zo[d]imidazol-5- yl)piperazine- 1 -carboxylate

[1725] To a solution of 3-(5-bromo-3-methyl-2-oxo-benzimidazol-l-yl)piperidine-2, 6-dione (10 g, 29.6 mmol, Intermediate DA), tert-butyl piperazine- 1 -carboxylate (8.26 g, 44.4 mmol, CAS# 57260-71-6), [2- (2-aminophenyl)phenyl]-chloro-palladium;dicyclohexyl-[2-(2,6 -diisopropoxyphenyl)phenyl]phosphane (1.15 g, 1.48 mmol) , RuPhos (690 mg, 1.48 mmol) and 4A molecular sieves (2.00 g) in toluene (150 mL) was added LiHMDS (1 M, 88.7 mL) at 0 °C dropwise under N2 atmosphere. Then the mixture was stirred at 80 °C for 2 hrs under N2 atmosphere. On completion, the reaction mixture was partitioned between H ₂ O (400 mL) and EA (200 mL X 3). The organic phase was separated, washed with brine (200 mL X 2), dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. The residue was purified by reversed-phase (0.1 % FA condition) to give the title compound ( 1.20 g, 9% yield) as a brown solid. LC-MS (ESI+) m/z 344.1 (M-99) ⁺ .

Step 2 - 3-(3-methyl-2-oxo-5-(piperazin- Lyl)-2,3-dihydro- lH-benzo[d]imidazol-l-yl)piperidine-2,6- dione [1726] To a solution of tert-butyl 4-[l-(2,6-dioxo-3-piperidyl)-3-methyl-2-oxo-benzimidazol-5-y l] piperazine- 1 -carboxylate (500 mg, 1.13 mmol) in dioxane (1 mL) was added HCl/dioxane (4M, 5 mL), and then the mixture was stirred at 25 °C for 1 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (420 mg, 98% yield) as a black solid. LC-MS (ESI ⁺ ) m/z 344.3 (M+H) ⁺ .

Synthesis of 3-(5-(4-(((lR,4r)-4-((R)-2-aminopropoxy)cyclohexyl)methyl)pi perazin-l-yl)-3-methyl-2- oxo-2, 3-dihydro-lH-benzo[d]imidazol-l-yl)piperidine-2, 6-dione (Intermediate QP)

Step 1 - Tert-butyl ((2R)-l-(((lr,4R)-4-((4-(l-(2,6-dioxopiperidin-3-yl)-3-methy l-2-oxo-2,3-dihydro-lH- benzo[d]imidazol-5-yl)piperazin-l-yl)methyl)cyclohexyl)oxy)p ropan-2-yl)carbamate

[1727] To a solution of 3-(3-methyl-2-oxo-5-piperazin-l-yl-benzimidazol-l-yl)piperid ine-2, 6-dione (270 mg, 711 pmol, Intermediate QO) in THF (2 mL) was added TEA (91.2 mg, 902 pmol), and the mixture was stirred at rt for 10 min. Then tert-butyl ((R)-l-(((lr,4R)-4-formylcyclohexyl)oxy)propan-2-yl)carbamat e (202 mg, 711 pmol, Intermediate NU) and HOAc (28.5 mg, 474 pmol) was added and the reaction mixture was stirred at rt for 1 hr. Next, NaBH(OAc)3 (402 mg, 1.90 mmol) was added, and the mixture was stirred at rt for 3 hrs. On completion, the reaction mixture was concentrated in vacuo to give a residue. Then the residue was dissolved in ACN and TEA was added to adjust to pl 1=6 then concentrated in vacuo to give a residue. The residue was purified by reversed-phase (FA condition) to give the title compound (100 mg, 34% yield) as a white solid. LCMS (ESI ⁺ ) m/z 613.4 (M+H) ⁺ . Step 2 - 3-(5-(4-(((lR,4r)-4-((R)-2-aminopropoxy)cyclohexyl)methyl)pi perazin-l-yl)-3-methyl -2-oxo- 2,3 -dihydro- 1 H-benzo[d]imidazol- 1 -yl)piperidine-2, 6-dione

[1728] To a solution of tert-butyl N-[(lR)-2-[4-[[4-[l-(2,6-dioxo-3-piperidyl)-3-methyl-2-oxo- benzimidazol-5-yl]piperazin-l-yl]methyl]cyclohexoxy]-l-methy l-ethyl]carbamate (100 mg, 163 pmol) in dioxane (1 mL) was added HCI/dioxanc (4M, 5 mL), and then the mixture was stirred at 15 °C for 1 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (85.0 mg, 94% yield) as a black oil. LC-MS (ESI ⁺ ) m/z 513.3 (M+H) ⁺ .

Synthesis of Tert-butyl N-[(lR)-2-(3-formylcyclobutoxy)-l-methyl-ethyl]carbamate (Intermediate QQ)

Step 1 - 3-(Hydroxymethyl)cyclobutanol

[1729] To a solution of methyl 3 -hydroxy cyclobutanecarboxylate (4.50 g, 34.6 mmol, CAS# 1064194-10- 0) in THF (90 mL) was added LAH (2.50 M, 20.8 mL) at 0 °C, then the mixture was stirred at 25 °C for 2 hrs. On completion, the mixture was quenched with H ₂ O (1.97 mL), 15% aqueous NaOH (1.97 mL), and H ₂ O (5.94 mL). Then the mixture was filtered and the filtrate was concentrated in vacuo to give the title compound (3.40 g, 96% yield) as colorless oil. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 4.88 (d, J= 6.4 Hz, 1H), 4.47 (t, .7 = 5.2 Hz, 1H), 4.17 - 4.06 (m, 1H), 3.34 (dd, 5.2, 7.2 Hz, 2H), 2.11 - 2.03 (m, 1H), 1.96 - 1.85 (m, 2H), 1.88 - 1.79 (m, 2H).

Step 2 - 3-[[Tert-butyl(diphenyl)silyl]oxymethyl]cyclobutanol

[1730] To a solution of 3-(hydroxymethyl)cyclobutanol (3.30 g, 32.3 mmol) in DCM (40 mL) was added imidazole (2.64 g, 38.8 mmol) and TBDPSCI (9.77 g, 35.5 mmol) at 0 °C, then the mixture was stirred at 25 °C for 12 hrs. On completion, the mixture was diluted with water (50 mL) and extracted with DCM (40 mL X 3). The combined organic layer was anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the residue. The residue was purified by column chromatography (SiCL, PE:EA=50:l to 1 :1) to give the title compound (5.50 g, 49% yield) as yellow oil. ’El NMR (400 MHz, DMSO-c/e) δ 7.62 - 7.59 (m, 4H), 7.47 - 7.42 (m, 6H), 4.91 (d, J= 6.4 Hz, 1H), 4.18 - 4.11 (m, 1H), 4.18 - 4.10 (m, 1H), 3.61 (d, J= 6.4 Hz, 2H), 3.32 (s, 1H), 2.27 (dd, J= 3.2, 6.4 Hz, 1H), 2.02 (dd, J= 3.2, 6.4 Hz, 2H), 1.00 (s, 9H).

Step 3 - Tert-butyl N-[(lR)-2-[3-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclobuto xy]-l-methyl-ethyl] carbamate

[1731] To a solution of 3-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclobutanol (1.00 g, 2.94 mmol) in THF (30 mL) was added NaH (234 mg, 5.87 mmol, 60% dispersion in mineral oil) at 0 °C, then the mixture was stirred at 0 °C for 0.5 hour. Next, tert-butyl (4R)-4-methyl-2,2-dioxo-oxathiazolidine-3-carboxylate (766 mg, 3.23 mmol, CAS# 454248-53-4) was added, and the mixture was stirred at 25 °C for 1 hr. On completion, the mixture was quenched with sat. NH4CI (50 mL), diluted with water (80 mL), and extracted with EA (3 X 60 mL). The combined organic layer was dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the residue. The residue was purified by column chromatography (SiO ₂ , PE:EA=100: 1 to 10: 1) to give the title compound (1.80 g, 41% yield) as colorless oil. ’H NMR (400 MHz, DMSO-c/g) δ 7.80 (d, J= 6.8 Hz, 1H), 7.61 (dd, J= 2.0, 7.2 Hz, 4H), 7.46 - 7.39 (m, 6H), 6.62 (d, J = 7.2 Hz, 1H), 3.99 - 3.91 (m, 1H), 3.53 (d, J= 6.4 Hz, 1H), 3.65 - 3.49 (m, 1H), 3.20 - 3.00 (m, 1H), 3. 10 - 3.00 (m, 1H), 2.32 -2.20 (m, 1H), 2.04 - 1.92 (m, 4H), 1.38 - 1.34 (m, 9H), 1.02 - 0.98 (m, 9H), 0.97 (d, J= 4.4 Hz, 3H). LC-MS (ESI ⁺ ) m/z 398.2 (M-100) ⁺ .

Step 4 - Tert-butyl N-[(lR)-2-[3-(hydroxymethyl)cyclobutoxy]-l-methyl-ethyl]carb amate

[1732] To a solution of tert-butyl N-[(lR)-2-[3-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclobuto xy]-l- methyl-ethyl]carbamate (1.00 g, 2.01 mmol) in THF (10 mL) was added TBAF (1 M, 3.01 mL) at 0 °C and the mixture was stirred at 25 °C for 2 hrs. On completion, the mixture was diluted with water (10 mL) and extracted with EA (8 mL X 3). The combined organic layer was dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the residue. The residue was purified by column chromatography (SiO ₂ , PE:EA=50:l to 3:2) to give the title compound (500 mg, 95% yield) as colorless oil. ’H NMR (400 MHz, DMSO-tZ ₆ ) δ 6.54 (s, 1H), 4.60 - 4.51 (m, 1H), 3.95 -3.86 (m, J = 6.8 Hz, 1H), 3.37 (dd, J = 6.0, 6.8 Hz, 2H), 3.20 - 3.11 (m, 1H), 3.21 - 2.97 (m, 1H), 2.25 - 2.10 (m, 1H), 1.99 (s, 1H), 1.96 (dd, J= 2.8, 6.4 Hz, 1H), 1.92 - 1.84 (m, 1H), 1.98 - 1.81 (m, 1H), 1.37 (s, 9H), 0.99 (dd, J= 2.8, 6.8 Hz, 3H).

Step 5 - Tert-butyl N-[(lR)-2-(3-formylcyclobutoxy)-l-methyl-ethyl]carbamate

[1733] To a solution of tert-butyl N-[(lR)-2-[3-(hydroxymethyl)cyclobutoxy]-l-methyl-ethyl]carb amate (400 mg, 1.54 mmol) in DCM (10 mL) was added DMP (1.96 g, 4.63 mmol) at 0 °C, then the mixture was stirred at 0 °C for 1 hr. On completion, the mixture was quenched with saturated NazSzO? (10 mL) and saturated NaHCO ₃ (10 mL) at 0 °C, diluted with water (20 mL) and extracted with DCM (15 mL X 3). The combined organic layers were dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (300 mg, 75% yield) as yellow oil. LC-MS (ESI ⁺ ) m/z 257.3 (M+H) ⁺ .

Synthesis of 3-[4-[4-[[3-[(2R)-2-Aminopropoxy]cyclobutyl]methyl]piperazin -l-yl]-3-methyl-2-oxo- benzimidazol-l-yl]piperidine-2, 6-dione (Intermediate QR)

Step 1 - Tert-butyl N-[(lR)-2-[3-[[4-[l-(2,6-dioxo-3-piperidyl)-3-methyl-2-oxo-b enzimidazol-4-yl] piperazin- l-yl]methyl] cyclobutoxy]- 1 -methyl-ethyl]carbamate

[1734] To a solution of 3-(3-methyl-2-oxo-4-piperazin-l-yl-benzimidazol-l-yl)piperid ine-2, 6-dione (180 mg, 393 pmol, TFA, Intermediate NY) in THF (1 mL) was added TEA (16.3 pL, 117 pmol) until the pH 8-10. Then tert-butyl N-[(lR)-2-(3-formylcyclobutoxy)-l-methyl-ethyl]carbamate (200 mg, 777 pmol, Intermediate QQ) in DMF (1 mL) and HOAc (22.5 pL, 393 pmol) was added to the mixture and the mixture was stirred at -10°C for 0.5 hour. After 0.5 hrs, NaBH(OAc)a (250 mg, 1.18 mmol) was added and the mixture was stirred at -10 °C for 1 hr. On completion, the mixture was quenched with water (0.5 mL) and filtered to give the filtrate. The filtrate was purified by prep-HPLC (column: Welch Xtimate C18 150*25mm*5um; mobile phase: [water (FA)-ACN]; gradient: 3%-33% B over 9 min) to give the title compound (110 mg, 47% yield) as a white solid. ’HNMR (400 MHz, DMSO-ok) δ 11.08 (s, 1H), 7.02 - 6.85 (m, 3H), 6.64 (d, ./ - 8.0 l lz, 1H), 5.35 (dd, J= 5.2, 12.4 Hz, 1H), 4.08 - 3.95 (m, 1H), 3.61 (s, 3H), 3.58 - 3.53 (m, 1H), 3.47 - 3.39 (m, 1H), 3.23 - 3.12 (m, 2H), 3.10 - 3.01 (m, 2H), 2.99 - 2.78 (m, 8H), 2.75 - 2.57 (m, 4H), 2.04 - 1.92 (m, 4H), 1.38 (s, 9H), 1.03 - 0.91 (m, 3H). LC-MS (ESI") m/z 585.2 (M+H) ⁺ .

Step 2 - 3-[4-[4-[[3-[(2R)-2-Aminopropoxy]cyclobutyl]methyl]piperazin -l-yl]-3-methyl-2-oxo- benzimidazol- 1 -yl]piperidine-2, 6-dione

[1735] To a solution of tert-butyl N-[(lR)-2-[3-[[4-[l-(2,6-dioxo-3-piperidyl)-3-methyl-2-oxo- benzimidazol- 4-yl]piperazin-l-yl]methyl]cyclobutoxy]-l-methyl-ethyl]carba mate (100 mg, 171 pmol) in DCM (2 mL) was added TFA (12.7 pL, 171 pmol), then the mixture was stirred at 25 °C for 0.5 hr. On completion, the mixture was concentrated in vacuo to give title compound ( 100 mg, 97% yield, TFA) as a yellow oil. LC-MS (ESF) m/z 485.1 (M+H) ⁺ .

Synthesis of Tert-butyl ((R)-l-((ls,3S)-3-formylcyclobutoxy)propan-2-yl)carbamate (Intermediate QS)

QS

Step 1 - 3-(Hydroxymethyl)cyclobutanol

[1736] To a solution of methyl 3-hydroxycyclobutanecarboxylate (9.5 g, 73 mmol, CAS# 63485-50-7) in THF (5 mL) was added LAH (2.5 M, 43.8 mL) at 0 °C, then the mixture was stirred at 20 °C for 2 hrs. On completion, the mixture was quenched with water (4.16 ml), 15% NaOH (4.16 mL) and additional water (12.48 mL) at 0 °C. The mixture was dried over Na ₂ SO ₄ , filtered and concentrated under reduced pressure to give the title compound (6.7 g, 89% yield) as colorless oil. ¹ H NMR (400 MHz, DMSO-cik) δ 4.83 (d, J - 6.4 Hz, 1H), 4.38 (t, J= 5.6 Hz, 1H), 3.89 (t, J= 7.6 Hz, 1H), 3.32 (s, 1H), 3.30 (s, 1H), 2.22 - 2.07 (m, 2H), 1.82 - 1.68 (m, 1H), 1.57 - 1.41 (m, 2H).

Step 2 - 3-[[Tert-butyl(diphenyl)silyl]oxymethyl]cyclobutanol [1737] To a solution of 3-(hydroxymethyl)cyclobutanol (6.7 g, 65.6 mmol) in DMF (60 mL) was added TBDPSC1 (16.2 g, 59.0 mmol, 15.1 mL) and imidazole (5.36 g, 78.7 mmol), then the mixture was stirred at 25 °C for 1 hr. On completion, the reaction mixture diluted with water (100 mL) and extracted with EA (200 mL X 3). The combined organic layers were washed with water (100 mL X 2), dried over Na ₂ SO ₄ , filtered and concentrated under reduced pressure. The residue was purified by column chromatography (Silica gel, EA in PE, 15%, v/v) to give the title compound (10.2 g, 45% yield) as colorless oil. ¹ H NMR (400 MHz, DMSO-^6) δ 7.62 - 7.59 (m, 4H), 7.46 - 7.42 (m, 6H), 4.91 (d, J= 6.0 Hz, 1H), 3.97 - 3.83 (m, HI), 3.57 (d, ./ - 5.6 l lz, 2H), 2.19 - 2.08 (m, 2H), 1.95 - 1.82 (m, 1H), 1.61 - 1.49 (m, 2H), 1.00 - 0.97 (m, 9H).

Step 3 - Tert-butyl N-[(lR)-2-[3-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclobuto xy]-l-methyl- ethyl]carbamate

[1738] To a solution of 3-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclobutanol (3 g, 8.81 mmol) and tert- butyl (4R)-4-methyl-2,2-dioxo-oxathiazolidine-3-carboxylate (2.72 g, 11.4 mmol, CAS# 454248-53-4) in DMF (25 mL) was added NaH (704 mg, 17.6 mmol, 60% dispersion in mineral oil) at 0 °C, then the mixture was stirred at 25 °C for 2 hrs. On completion, the reaction mixture acidified with 2M HC1 until the pl 1=6. The mixture was then diluted with water (50 mL) and extracted with EA (150 mL X 3). The combined organic layers were washed with water (100 mL X 2), dried over Na ₂ SO ₄ , filtered and concentrated under reduced pressure. The residue was purified by column chromatography (Silica gel, EA in PE, 8%, v/v) to give the title compound (2.9 g, 66% yield) as colorless oil. ¹ H NMR (400 MHz, DMSO-c/e) δ 7.62 - 7.57 (m, 4H), 7.48 - 7.40 (m, 6H), 6.59 (d, J = 7.2 Hz, 1H), 3.78 (q, J = 7.2 Hz, 1H), 3.58 (d, J = 5.2 Hz, 2H), 3.56 - 3.48 (m, 1H), 3.18 (dd, J= 6.0, 9.6 Hz, 1H), 3.04 (dd, J= 6.8, 9.2 Hz, 1H), 2.23 - 2.11 (m, 2H), 2.04 - 1.94 (m, 1H), 1.76 - 1.60 (m, 2H), 1.36 (s, 9H), 1.02 - 0.99 (m, 8H), 0.98 - 0.94 (m, 4H).

Step 4 - Tert-butyl N-[(lR)-2-[3-(hydroxymethyl)cyclobutoxy]-l-methyl-ethyl]carb amate

[1739] To a solution of tert-butyl N-[(lR)-2-[3-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclobuto xy]-l- methyl-ethyl]carbamate (2.9 g, 5.83 mmol) in THF (20 mL) was added TBAF (1 M, 8.74 mL), then the mixture was stirred at 25 °C for 1 hr. On completion, the reaction was concentrated in vacuo. The residue was purified by column chromatography (Silica gel, EA in PE, 50%, v/v) to give the title compound (1.45 g, 96% yield) as colorless oil. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 6.62 (d, J= 7.6 Hz, 1H), 4.46 (s, 1H), 3.75 (quin, J = 7.2 Hz, 1H), 3.61 - 3.47 (m, 1H), 3.18 (dd, J= 5.6, 9.2 Hz, 1H), 3.03 (dd, J= 6.8, 9.2 Hz, 1H), 2.22 - 2.09 (m, 2H), 1.89 - 1.77 (m, 1H), 1.59 - 1.47 (m, 2H), 1.37 (s, 9H), 0.98 (d, J = 6.4 Hz, 3H).

Step 5 - Tert-butyl N-[(lR)-2-(3-formylcyclobutoxy)-l-methyl-ethyl]carbamate [1740] To a solution of tert-butyl N-[(lR)-2-[3-(hydroxymethyl)cyclobutoxy]-l-methyl-ethyl]carb amate (400 mg, 1.54 mmol) in DCM (5 mL) was added DMP (785 mg, 1.85 mmol) at 0 °C, then the mixture was stirred at 25 °C for 1 hr. On completion, the reaction mixture was quenched by Na2S20a (5 mL) and NaHC CL (5 mL), and then extracted with DCM (15 mL X 3). The combined organic layers were washed with water (10 mL X 2), dried over Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (390 mg, 98% yield) as colorless oil. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 9.59 (d, J= 2.0 Hz, 1H), 8. 14 - 7.95 (m, 1H), 7.90 - 7.72 (m, 1H), 6.64 (d, J= 7.2 Hz, 1H), 3.99 - 3.85 (m, 1H), 3.59 - 3.45 (m, 1H), 3.25 - 3.14 (m, 1H), 3.12 - 2.99 (m, 1H), 2.82 - 2.69 (m, 1H), 2.39 - 2.29 (m, 1H), 2.01 - 1.92 (m, 1H), 1.37 (s, 9H), 1.02 - 0.94 (m, 3H).

Synthesis of 3-[4-[4-[[3-[(2R)-2-aminopropoxy]cyclobutyl]methyl]piperazin -l-yl]-3-methyl-2-oxo- benzimidazol-l-yl]piperidine-2, 6-dione (Intermediate QT)

QT

Step 1 - Tert-butyl N-[(lR)-2-[3-[[4-[l-(2,6-dioxo-3-piperidyl)-3-methyl-2-oxo-b enzimidazol-4- yl]piperazin- 1 -yl]methyl] cyclobutoxy]- 1 -methyl-ethyl]carbamate

[1741] To a mixture of 3-(3-methyl-2-oxo-4-piperazin-l-yl-benzimidazol-l-yl)piperid ine-2, 6-dione (565 mg, 1.24 mmol, TFA, Intermediate NY) in DMF (5 mL) was added TEA (375 mg, 3.71 mmol) at -10 °C until the pl 1=8. The mixture was stirred at -10 °C for 10 min, then HOAc (742 mg, 12.3 mmol) was added at -10 °C until the pH=6. Subsequently, tert-butyl N-[(lR)-2-(3-formylcyclobutoxy)-l-methyl- ethyl] carbamate (350 mg, 1.36 mmol, Intermediate QS) was added and the mixture was stirred at -10 °C for 20 min. Finally, NaBH(0Ac)3 (786 mg, 3.71 mmol) was added one portion and the mixture was stirred at -10 °C for 1 hr. On completion, the reaction mixture diluted with water ( 10 mL) and extracted with EA (20 mL X 3). The combined organic layers were washed with water (10 mL X 2), dried over Na ₂ SO ₄ , filtered and concentrated under reduced pressure. The residue was purified by prep-HPLC (column: Welch Xtimate C 18 150*25mm*5um; mobile phase: [water (FA)-ACN]; gradient: 5%-35% B over 9 min) to give the title compound (100 mg, 13% yield) as white solid. ’H NMR (400 MHz, DMSO-^e) δ 11.08 (s, 1H), 8.15 (s, 1H), 7.05 - 6.79 (m, 3H), 6.70 - 6.55 (m, 1H), 5.34 (dd, ./~ 5.2, 12.8 Hz, 1H), 3.77 (q, J= 7.2 Hz, 1H), 3.61 (s, 3H), 3.57 - 3.49 (m, 1H), 3.19 (dd, J= 6.0, 9.6 Hz, 1H), 3.05 (dd, 6.8, 9.6 Hz, 1H), 2.95 - 2.80 (m, 5H), 2.71 - 2.62 (m, 2H), 2.41 (d, J= 6.8 Hz, 3H), 2.37 - 2.29 (m, 3H), 2.05 - 1.90 (m, 2H), 1.55 - 1.43 (m, 2H), 1.38 (s, 9H), 0.99 (d, J = 6.8 Hz, 3H).

Step 2 - 3-[4-[4-[[3-[(2R)-2-aminopropoxy]cyclobutyl]methyl]piperazin -l-yl]-3-methyl-2-oxo- benzimidazol- 1 -yl]piperidine-2, 6-dione

[1742] To a solution of tert-butyl N-[(lR)-2-[3-[[4-[l-(2,6-dioxo-3-piperidyl)-3-methyl-2-oxo- benzimidazol -4-yl]piperazin-l-yl]methyl]cyclobutoxy]-l-methyl-ethyl]carb amate (57 mg, 97.4 pmol) in DCM (1.5 mL) was added TFA (0.3 mL), then the mixture was stirred at 25 °C for 0.5 hr. On completion, the reaction was concentrated under reduced pressure to give the title compound (58 mg, 99% yield, TFA) as a yellow solid. LC-MS (ESL) m/z 485.2 (M+Hty.

Synthesis of Tert-butyl ((ls,3s)-3-(piperazin-l-yl)cyclobutyl)carbamate (Intermediate QU) and tert- butyl ((lr,3r)-3-(piperazin-l-yl)cyclobutyl)carbamate (Intermediate QV)

Step 1 - Benzyl 4-[3-(tert-butoxycarbonylamino)cyclobutyl]piperazine-l-carbo xylate [1743] A solution of tert-butyl N-(3-oxocyclobutyl)carbamate (10 g, 53.9 mmol, CAS# 154748-49-9), benzyl piperazine- 1 -carboxylate (11.8 g, 53.9 mmol, 10.4 mL, CAS# 31166-44-6) and HOAc (1.62 g, 26.9 mmol, 1.55 mL) in THF (200 mL) was stirred at 20 °C for 0.5 hr. Then, NaBH(OAc)3 (22.8 g, 107 mmol) was added and the mixture was stirred for 16 hrs. On completion, the reaction mixture was quenched by addition of water (100 mL) slowly and extracted with EA (200 mL X 2). The combined organic layers were washed with water (150 mL X 3), dried over Na ₂ SO ₄ , filtered and concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , EAin PE, 50% to 100%, v/v) to give the title compound (20 g, 95% yield) as white solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 7.50 - 7.23 (m, 5H), 7.21 - 6.97 (m, 1H), 5.07 (s, 2H), 3.96 - 3.56 (m, 1H), 3.37 (s, 4H), 2.78 - 2.65 (m, 1H), 2.30 - 2.25 (m, 1H), 2.23 - 2.14 (m, 4H), 2.14 - 2.03 (m, 1H), 1.95 - 1.89 (m, 1H), 1.73 - 1.59 (m, 1H), 1.36 (d, J= 2.4 Hz, 9H); LC-MS (ESI ⁺ ) m/z 390.5 (M+H) ⁺ .

Step 2 - Benzyl 4-[3-(tert-butoxycarbonylamino)cyclobutyl]piperazine-l-carbo xylate

[1744] Benzyl 4- [3 -(tert-butoxycarbonylamino)cyclobutyl]piperazine-l -carboxylate (20.6 g, 52.8 mmol) was separated by SFC (column: DAI CEL CHIRALCEL OJ(250mm*30mm,10um);mobile phase: [CO2- MeOH(0.1%NH3H ₂ O)];10% B isocratic elution mode) to give benzyl 4-[3-(tert- butoxycarbonylamino)cyclobutyl]piperazine-l -carboxylate (6.7 g, trans, peak 2, 32% yield) as yellow solid ( ¹ H NMR (400 MHz, DMSO-A) δ 7.45 - 7.24 (m, 5H), 7.16 (d, J= 6.8 Hz, 1H), 5.07 (s, 2H), 3.87 (d, J= 6.0 Hz, 1H), 3.38 (s, 4H), 2.79 - 2.66 (m, 1H), 2.21 (t, J= 4.4 Hz, 4H), 2.15 - 2.03 (m, 2H), 1.95 - 1.88 (m, 2H), 1.36 (s, 9H); LC-MS (ESI ⁺ ) m/z 390.4 (M+H) ⁺ ) and benzyl 4-[3-(tert- butoxycarbonylamino)cyclobutyl]piperazine-l -carboxylate (11.1 g, cis, peak 1, 53% yield) was obtained as white solid ( ^† H NMR (400 MHz, DMSO- ₆ ) δ 7.47 - 7.23 (m, 5H), 7.04 (d, ./ 8.0 Hz, 1H), 5.07 (s, 2H), 3.70 - 3.54 (m, lH), 3.36 (s, 4H), 2.35 - 2.23 (m, 3H), 2.18 (t, J = 4.8 Hz, 4H), 1.72 - 1.58 (m, 2H), 1.36 (s, 9H); LC-MS (ESI ⁺ ) m/z 390.4 (M+H) ⁺ ). 2D-NMR was used to determine the absolute stereochemistry of the diastereomers.

Step 3 - Tert-butyl ((ls,3s)-3-(piperazin-l-yl)cyclobutyl)carbamate

[1745] To a solution of benzyl 4-[3-(tert-butoxycarbonylamino)cyclobutyl]piperazine-l-carbo xylate (2 g, 5.13 mmol) in THF (40 mL) was added Pd/C (1 g, 5.13 mmol, 10 wt% ) under Ar. The suspension was degassed under vacuum and purged with I F several times. The mixture was stirred under H2 (103 mg, 51.3 mmol) (15 psi) at 20 °C for 4 hrs. On completion, the mixture was diluted with THF (50 mL) and filtered. The fdtrate was concentrated in vacuo to give the title compound (1.3 g, 99% yield) as white solid. ¹ H NMR (400 MHz, DMSO-A) δ 7.01 (d, J= 8.0 Hz, 1H), 3.68 - 3.55 (m, 1H), 2.63 (t, J= 4.4 Hz, 4H), 2.28 - 2.20 (m, 3H), 2.11 (s, 4H), 1.62 (d, J = 7.6 Hz, 2H), 1.36 (s, 10H). Step 4 - Tert-butyl ((lr,3r)-3-(piperazin-l-yl)cyclobutyl)carbamate

[1746] To a solution of benzyl 4-[3-(tert-butoxycarbonylamino)cyclobutyl]piperazine-l-carbo xylate (2 g, 5.13 mmol) in THF (40 mL) was added Pd/C (1 g, 5.13 mmol, 10 wt%) under Ar. The suspension was degassed under vacuum and purged with I F several times. The mixture was stirred under H2 (103 mg, 51.3 mmol) (15 psi) at 20 °C for 4 hrs. On completion, the mixture was diluted with THF (50 mL) and filtered. The filtrate was concentrated in vacuo to give the title compound (1.3 g, 99% yield) as white solid. ¹ H NMR (400 MHz, DMSO-I/ ₆ ) δ 7.15 (d, J = 6.8 Hz, 1H), 3.84 (d, J = 6.8 Hz, 1H), 2.67 (t, J= 4.4 Hz, 5H), 2.26 - 2.01 (m, 6H), 1.91 - 1.84 (m, 2H), 1.43 - 1.32 (m, 10H).

Synthesis of 3-(4-(4-((4-((lr,3r)-3-aminocyclobutyI)piperazin-l-yI)methyI )piperidin-l-yI)-3-inethyI-

2-oxo-2,3-dihydro-lH-benzo[d]imidazol-l-yl)piperidine-2, 6-dione (Intermediate QW)

QW

Step 1 - Tert-butyl ((lr,3r)-3-(4-((l-(l-(2,6-dioxopiperidin-3-yl)-3-methyl-2-ox o-2,3-dihydro-lH- benzo[d]imidazol-4-yl)piperidin-4-yl)methyl)piperazin-l-yl)c yclobutyl)carbamate

[1747] To a solution of tert-butyl N-(3-piperazin-l-ylcyclobutyl)carbamate (303 mg, 1.19 mmol, Intermediate QV) in THF (3 mL) was added HOAc (32.4 mg, 539 pmol, 30.9 pL) at 0 °C. Then 1-[L(2,6- dioxo-3-piperidyl)-3-methyl-2-oxo-benzimidazol-4-yl]piperidi ne-4-carbaldehyde (400 mg, 1.08 mmol, Intermediate MV) in THF (4 mL) was added to the mixture at 0°C and the mixture was stirred for 0.5 hr. Next, NaBH(OAc)i (457 mg, 2. 16 mmol) was added at 0 °C and the mixture was stirred at 0 °C for 0.5 hr. On completion, the reaction mixture was concentrated in vacuo. The residue was purified by prep-HPLC (column: Phenomenex luna C18 150*25mm* lOum; mobile phase: [water (FA)-ACN]; gradient: 4%-34% B over 10 min) to give the title compound (280 mg, 38% yield) as white solid. ^† H NMR (400 MHz, DMSO- d ₆ ) 5 11.08 (s, 1H), 7.16 (d, J = 6.8 Hz, 1H), 7.00 - 6.93 (m, 1H), 6.91 - 6.82 (m, 2H), 5.36 - 5.31 (m, 1H), 3.93 - 3.80 (m, 1H), 3.61 (s, 3H), 3.10 (d, J= 9.6 Hz, 2H), 2.94 - 2.83 (m, 1H), 2.80 - 2.56 (m, 6H), 2.47 - 2.14 (m, 9H), 2.13 - 2.04 (m, 2H), 2.03 - 1.96 (m, 1H), 1.94 - 1.85 (m, 2H), 1.79 (d, J = 11.6 Hz, 2H), 1.70 - 1.55 (m, = 3.6 Hz, 1H), 1.46 - 1.19 (m, 11H); LC-MS (ESH) m/z 610.3 (M+H) ⁺ .

Step 2 - 3-(4-(4-((4-((lr,3r)-3-aminocyclobutyl)piperazin- 1 -yl)methyl)piperidin- 1 -yl)-3-methyl-2-oxo-2,3- dihydro- 1 H-benzo[d]imidazol- 1 -yl)piperidine-2, 6-dione

[1748] To a solution of tert-butyl N-[3-[4-[[l-[l-(2,6-dioxo-3-piperidyl)-3-methyl-2-oxo- benzimidazol- 4-yl]-4-piperidyl]methyl]piperazin-l-yl]cyclobutyl]carbamate (140 mg, 229 pmol) in CH ₂ CI2 (2 mL) was added TFA (0.4 mL). The mixture was then stirred at 20 °C for 1 hr. On completion, the mixture was concentrated in vacuo to give the title compound (117 mg, 99% yield) as brown solid. LC-MS (ESI ⁺ ) m/z 510.2 (M+H) ⁺ .

Synthesis of 3-Methyl-4-((4-(piperidin-l-yl)-5-(trifluoromethyl)pyrimidin -2- yl)amino)benzenesulfonyl chloride (Intermediate QX)

Step 1 - N-(4-(benzylthio)-2-methylphenyl)-4-(piperidin-l-yl)-5-(trif luoromethyl)pyrimidin-2-amine

[1749] To a mixture of N-(4-benzylsulfanyl-2-methyl-phenyl)-4-chloro-5-(trifluorome thyl) pyrimidine- amine (500 mg, 1.22 mmol, Intermediate EA) and piperidine (135 mg, 1.59 mmol, 156 pL, CAS# 110-89- 4) in ACN (5 mL) was added TEA (370 mg, 3.66 mmol, 509 pL). The mixture was then stirred at 20 °C for 2 hrs. On completion, the reaction was diluted with H ₂ O (30 mL) and extracted with EtOAc (60 mL). The combined organic layers were washed with brine (30 mL), dried over with Na ₂ SO ₄ , filtered and concentrated under reduced pressure. The residue was purified by flash silica gel chromatography (Silica Flash Column, Eluent of 0—10% Ethyl acetate/Dichloromethane gradient @ 60 mL/min) to give the title compound (460 mg, 80% yield) as white solid. ¹ H NMR (400 MHz, DMSO-A) δ 8.92 (s, 1H), 8.28 (s, 1H), 7.42 - 7.16 (m, 7H), 7.12 (dd, J = 2.0, 8.4 Hz, 1H), 4.19 (s, 2H), 3.47 - 3.37 (m, 4H), 2.17 (s, 3H), 1.65 - 1.45 (m, 6H); LC-MS (ESI ⁺ ) m/z 459.1 (M+H) ⁺ .

Step 2 - 3-methyl-4-((4-(piperidin-l-yl)-5-(trifluoromethyl)pyrimidin -2-yl)amino)benzenesulfonyl chloride

[1750] To a solution of N-(4-benzylsulfanyl-2-methyl-phenyl)-4-(l-piperidyl)-5-(trif luoromethyl) pyrimidin-2-amine (200 mg, 436 pmol) in ACN (2 mL), HOAc (0.2 mL) and H ₂ O (7.86 mg, 436 nmol, 7.86 pL) was added NCS (174 mg, 1.31 mmol). The mixture was then stirred at 20 °C for 0.5 hr in the dark. On completion, the reaction was diluted with H ₂ O (20 mL) and extracted with EtOAc (30 mL). The combined organic layers were washed with brine (20 mL), dried over with Na ₂ SO ₄ , filtered and concentrated under reduced pressure. The residue was purified by flash silica gel chromatography (ISCO®; 4 g SepaFlash® Silica Flash Column, Eluent of 0~6% Ethyl acetate/Petroleum ether gradient @ 18 mL/min) to give the title compound (168 mg, 85% yield) as colorless oil. ¹ H NMR (400 MHz, DMSO-dg) δ 9.95 (s, 1H), 8.48 (s, 1H), 7.53 (s, 1H), 7.49 - 7.40 (m, 2H), 3.63 (s, 4H), 2.26 (s, 3H), 1.62 (s, 6H); LC-MS (ESI ⁺ ) m/z 434.9 (M+H) ⁺ .

Synthesis of 3-(Difluoromethyl)piperidine (Intermediate QY)

QY

Step 1 - Tert-butyl 3-(difluoromethyl)piperidine-l -carboxylate

[1751] To a solution of tert-butyl 3-formylpiperidine-l -carboxylate (5 g, 23.4 mmol, CAS# 118156-93-7) in DCM (50 mL) was added DAST (5.67 g, 35.1 mmol, 4.65 mL) at 0 °C, then the mixture was stirred at 20 °C for 2 hrs. On completion, the mixture was added into saturated NaHCCL solution (120 mL), and extracted with DCM (100 mL X 2). The combined organic layers were dried over Na ₂ SO ₄ , filtered and the filtrate was concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , PE: EA=20: 1 to PE: EA=5 : 1 ) to give the title compound (2.3 g, 41 % yield) as yellow oil. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 6.12 - 5.79 (m, 1H), 4.01 - 3.83 (m, 1H), 3.78 (d, J= 12.8 Hz, 1H), 2.89 - 2.65 (m, 2H), 1.97 - 1.84 (m, 1H), 1.79 (dd, J= 4.0, 8.4 Hz, 1H), 1.65 (dd, J = 4.4, 7.6 Hz, 1H), 1.43 - 1.31 (m, 11H).

Step 2 - 3-(Difluoromethyl)piperidine [1752] A solution of tert-butyl 3 -(difluoromethyl) piperidine- 1 -carboxylate (2.3 g, 9.78 mmol) in HCl/dioxane (15 mL) was stirred at 20 °C for 0.2 hr. On completion, the reaction was concentrated in vacuo to give the title compound (1.6 g, 95% yield, HC1) as white solid. ¹ H NMR (400 MHz, DMSO-c/g) δ 6.27 - 5.83 (m, 1H), 3.23 (t, J= 13.6 Hz, 2H), 2.75 (d, J= 10.8 Hz, 2H), 2.45 - 2.34 (m, 1H), 1.81 (d, J= 12.0 Hz, 2H), 1.76 - 1.65 (m, 1H), 1.42-1.32 (m, 1H).

Synthesis of N-(4-benzylsulfanyl-2-methyl-phenyl)-4-[(3S)-3-(difluorometh yl)-l-piperidyl]-5- (trifluoromethyl)pyrimidin-2-amine (Intermediate QZ) and N-(4-benzylsulfanyl-2-methyl-phenyl)- 4-[(3R)-3- (difluoromethyl)-l-piperidyl]-5-(trifluoromethyl)pyrimidin-2 -aniine (Intermediate RA)

Step 1 - N-(4-benzylsulfanyl-2-methyl-phenyl)-4-[3-(difluoromethyl)- 1 -piperidyl]-5-(trifluoromethyl) pyrimidin-2-amine

[1753] To a solution of 3-(difluoromethyl)piperidine (1.26 g, 7.32 mmol, HC1, Intermediate QY) and N- (4-benzylsulfanyl-2-methyl-phenyl)-4-chloro-5-(trifluorometh yl)pyrimidin-2-amine (2 g, 4.88 mmol, Intermediate EA) in DMF (20 mL) was added TEA (1.48 g, 14.6 mmol, 2.04 mL), then the mixture was stirred at 20 °C for 2 hrs. On completion, the reaction was diluted with EA ( 100 mL) and washed with water (100 mL X 4). The organic layer was dried over Na ₂ SO ₄ , filtered and the filtrate was concentrated in vacuo. The residue was purified by column chromatography (SiC)?, PE: EA ^_ 20: l to PE: EA=3: 1) to give the title compound (2. 1 g, 84% yield) as yellow solid. ¹ H NMR (400 MHz, DMSO-t/g) δ 9.02 (s, 1H), 8.33 (s, 1H), 7.39 - 7.33 (m, 3H), 7.32 - 7.28 (m, 2H), 7.25 - 7.20 (m, 2H), 7.13 (dd, 2.0, 8.4 Hz, 1H), 6.05 - 5.76 (m, 1H), 4.20 (s, 2H), 4.05 (d, J= 12.8 Hz, 1H), 3.88 (d, J = 13.4 Hz, 1H), 2.95 - 2.86 (m, 2H), 2.17 (s, 3H), 2.08 - 1.99 (m, 1H), 1.86 - 1.80 (m, 1H), 1.72 (d, J= 12.0 Hz, 1H), 1.49 - 1.39 (m, 2H). Step 2 - N-(4-benzylsulfanyl-2-methyl-phenyl)-4-[(3S)-3-(difluorometh yl)-l-piperidyl]-5-

(trifluoromethyl)pyrimidin-2-amine and N-(4-benzylsulfanyl-2-methyl-phenyl)-4-[(3R)-3- (difluoromethyl)- 1 -piperidyl]-5-(trifluoromethyl)pyrimidin-2-amine

[1754] N-(4-benzylsulfanyl-2-methyl-phenyl)-4-[3-(difluoromethyl)-l -piperidyl]-5-(trifluoromethyl) pyrimidin-2-amine (2.1 g) was separated by SFC(column: DAICEL CHIRALPAK AD(250mm* 30mm,10um);mobile phase: [CO2-EtOH(0.1%NH3H ₂ O)]; B%: 20%, isocratic elution mode) to give N-(4- benzylsulfanyl-2-methyl-phenyl)-4-[(3S)-3-(difluoromethyl)-l -piperidyl]-5-(trifluoromethyl)pyrimidin-2- amine (600 mg, 28% yield, peak 1) as white solid ( ^† H NMR (400 MHz, DMSO-d ₆ ) δ 9.01 (s, 1H), 8.33 (s, 1H), 7.42 - 7.32 (m, 3H), 7.30 (t, J= 7.6 Hz, 2H), 7.26 - 7.19 (m, 2H), 7.15 - 7.10 (m, 1H), 5.90 (d, <7= 4.4 Hz, 1H), 4.20 (s, 2H), 4.05 (d, J = 12.8 Hz, 1H), 3.88 (d, J = 13.2 Hz, 1H), 2.97 - 2.84 (m, 2H), 2.17 (s, 3H), 2.11 - 1.96 (m, 1H), 1.88 - 1.79 (m, 1H), 1.70 (s, 1H), 1.44 (d, ./ - 10.8 Hz, 2H); LC-MS (ESI ⁺ ) m/z 509.1 (M+H) ⁺ ) and N-(4-benzylsulfanyl-2-methyl-phenyl)-4-[(3R)-3-(difluorometh yl)-l-piperidyl]-5- (trifluoromethyl) pyrimidin-2-amine (380 mg, 18% yield, peak 2) as yellow solid ( ^† H NMR (400 MHz, DMSO-^6) δ 9.08 - 8.98 (m, 1H), 8.33 (s, 1H), 7.40 - 7.32 (m, 3H), 7.32 - 7.27 (m, 2H), 7.26 - 7.19 (m, 2H), 7.13 (dd, 2.0, 8.4 Hz, 1H), 6.06 - 5.75 (m, 1H), 4.20 (s, 2H), 4.05 (d, J= 12.4 Hz, 1H), 3.88 (d, J = 13.2 Hz, 1H), 2.96 - 2.84 (m, 2H), 2.17 (s, 3H), 2.10 - 1.98 (m, 1H), 1.87 - 1.79 (m, 1H), 1.72 (d, 11.6

Hz, 1H), 1.51 - 1.37 (m, 2H); LC-MS (ESI ⁺ ) m/z 509.2 (M+H) ⁺ ). Absolute stereochemistry of the enantiomers was assigned arbitrarily.

Synthesis of 4-[[4-[3-(difluoromethyl)-l-piperidyl]-5-(trifluoromethyl)py riniidin-2-yl]amino]-3- methyl-benzenesulfonyl chloride (Intermediate RB)

[1755] To a solution of N-(4-benzylsulfanyl-2-methyl-phenyl)-4-[(3R)-3-(difluorometh yl)-l-piperidyl]-5- (trifluoromethyl)pyrimidin-2-amine (100 mg, 196 pmol, Intermediate RA) in ACN (2 mL) andAcOH (0.2 mL) was added H ₂ O (3.54 mg, 196 pmol, 3.54 pL) and NCS (78.7 mg, 589 pmol) in the dark. Then the mixture was stirred at 20 °C for 0.5 hr. On completion, the reaction mixture was diluted with EA (10 mL) and washed with water (10 mL). The organic layer was dried over NazSOzi, filtered and concentrated in vacuo. The residue was purified by column chromatography (SiCL, PE: EA=10:l to PE: EA=1 :1 ) to give the title compound (90 mg, 94% yield) as yellow oil. LC-MS (ESI ⁺ ) m/z 485.0 (M+H) ⁺ . Synthesis of 4-[[4-[(3S)-3-(difluoromethyl)-l-piperidyl]-5-(trifluorometh yl)pyrimidin-2-yl]amino]-3- methyl-benzenesulfonyl chloride (Intermediate RC)

[1756] To a solution of N-(4-benzylsulfanyl -2- methyl-phenyl)-4-[(3S) -3- (difluoromethyl) -1- piperidyl] -5-(trifluoromethyl)pyrimidin-2-amine (120 mg, 235 pmol, Intermediate QZ) in ACN (2 mL), HOAc (0.2 mL) and H ₂ O (0.01 mL) was added NCS (94.5 mg, 707 pmol). The mixture was then stirred at 25 °C for 0.5 hr in the dark. On completion, the mixture was concentrated in vacuo. The residue was purified by silica gel column chromatography (SiOz, PE: EA= 10:1 to 1: 1) to give the title compound (80 mg, 70% yield) as yellow oil. LC-MS (ESI ⁺ ) m/z 484.9 (M+H) ⁺ .

Synthesis of Azetidin-3-ylmethanol (Intermediate RD)

[1757] A mixture of tert-butyl 3-(hydroxymethyl)azetidine-l -carboxylate (3 g, 16.02 mmol, CAS# 142253-56-3) and TFA (7.68 g, 67.3mmol, 5 mL) in DCM (20 mL) was stirred at 25 °C for 1 hr. On completion, the reaction was concentrated in vacuo to give the title compound (3.22 g, 100% yield, TFA) as colorless oil.

Synthesis of [1- [1- [1- [(4-Methoxyphenyl)methyl] -2,6-dioxo-3-piperidyl] -3-methyl-2-oxo- benzimidazo 1-4-yl] azetidin-3-yl] methyl methanesulfonate (Intermediate RE)

Step 1 - 3-[4-[3-(Hydroxymethyl)azetidin-l-yl]-3-methyl-2-oxo-benzimi dazol-l-yl]-l-[(4-methoxy phenyl)methyl]piperidine-2, 6-dione

[1758] To a solution of 3-(4-bromo-3-methyl-2-oxo-benzimidazol-l-yl)-l-[(4-methoxyph enyl) methyl]piperidine-2, 6-dione (450 mg, 981 pmol, synthesized via Steps 1-4 of Intermediate DC), azetidin- 3-ylmethanol (296 mg, 1.47 mmol, TFA, Intermediate RD) and CS2CO3 (1.28 g, 3.93 mmol) in dioxane (5 mL) was added l,3-bis[2,6-bis(l-propylbutyl)phenyl]-4,5-dichloro-2H-imidaz ol-l-ium-2-ide;3- chloropyridine;dichloropalladium (95.5 mg, 98.1 pmol) under N2. The reaction was stirred at 100 °C for 16 hrs under N2. On completion, the reaction was diluted with EA (20 mL). The organic washed with water (20 mL X 2), dried over with Na ₂ SO ₄ and concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , DCM/EA=l/0 to 1/4) to give the title compound (442 mg, 96% yield) as yellow solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 7.20 (d, J= 8.4 Hz, 2H), 6.92 - 6.87 (m, 1H), 6.85 (d, J= 8.8 Hz, 2H), 6.63 (d, J= 8.0 Hz, 2H), 5.47 (dd, ./ 5.2, 12.8 Hz, 1H), 4.85 - 4.79 (m, 1H), 4.77 - 4.72 (m, 2H), 3.85 (m, J= 3.6, 7.2 Hz, 2H), 3.72 (s, 3H), 3.63 - 3.60 (m, 2H), 3.60 - 3.57 (m, 2H), 3.56 (s, 3H), 3.51 - 3.43 (m, 1H), 3.09 - 2.99 (m, 1H), 2.83 - 2.77 (m, 1H), 2.72 - 2.65 (m, 2H), 2.05 - 2.00 (m, 1H); LC-MS (ESI ⁺ ) m/z 465.2 (M+H) ⁺ .

Step 2 - [l-[l-[l-[(4-Methoxyphenyl)methyl]-2,6-dioxo-3-piperidyl]-3- methyl-2-oxo-benzimidazo 1-4- yl] azetidin-3-yl]methyl methanesulfonate

[1759] To a solution of 3-[4-[3-(hydroxymethyl)azetidin-l-yl]-3-methyl-2-oxo-benzimi dazol-l-yl] -l-[(4- methoxyphenyl)methyl]piperidine-2, 6-dione (640 mg, 1.38 mmol) and TEA (418 mg, 4.13 mmol, 575 pL) in DCM (7 mL) was added MsCI (510 mg, 4.45 mmol, 344 pL) at 0 °C. The reaction was stirred at 0 °C for 1 hr. On completion, the reaction was quenched with water at 0 °C. The reaction was diluted with DCM (20 mL). The organic layer was washed with water (20 mL X 2), dried over with Na ₂ SO ₄ and concentrated in vacuo to give the title compound (747 mg, 99% yield) as yellow oil. ¹ H NMR (400 MHz, DMSO-dr,) 5 7.21 (d, J= 8.8 Hz, 2H), 6.94 - 6.89 (m, 1H), 6.85 (d,J= 8.8 Hz, 2H), 6.69 (d, J= 8.0 Hz, 1H), 5.42 - 5.51 (m, J= 5.6, 12.8 Hz, 1H), 4.85 - 4.70 (m, 2H), 4.47 (d, J= 6.8 Hz, 2H), 3.97 - 3.90 (m, 2H), 3.72 (s, 3H), 3.65 - 3.60 (m, 2H), 3.58 (s, 3H), 3.23 (s, 3H), 3.09 - 3.03 (m, 1H), 3.02 - 2.91 (m, 2H), 2.84 - 2.77 (m, 1H), 2.74 - 2.66 (m, 1H), 2.06 - 1.99 (m, 1H); LC-MS (ES1 ⁺ ) m/z 543.2 (M+H) ⁺ .

Synthesis of 3-[4-[3-[[4-(4-Aminocyclohexyl)piperazin-l-yl]methyl]azetidi n-l-yl]-3-methyl-2-oxo- benzimidazol-l-yl]piperidine-2, 6-dione (Intermediate RF)

Step 1 - Tert-butyl N-[4-[4-[[l-[l-[l-[(4-methoxyphenyl)methyl]-2,6-dioxo-3-pipe ridyl]-3-methyl-2-oxo- benzimidazol-4-yl]azetidin-3-yl]methyl]piperazin-l-yl]cycloh exyl]carbamate [1760] To a solution of [l-[l-[l-[(4-methoxyphenyl)methyl]-2,6-dioxo-3-piperidyl]-3- methyl -2-oxo- benzimidazol-4-yl]azetidin-3-yl]methyl methanesulfonate (795 mg, 1.47 mmol, Intermediate RE), tert- butyl N-(4-piperazin-l-ylcyclohexyl)carbamate (539 mg, 1.90 mmol, Intermediate TE) and K ₂ CO ₃ (607 mg, 4.40 mmol) in ACN (15 mL) was added KI (243 mg, 1.47 mmol). The reaction was then stirred at 60 °C for 48 hrs. On completion, the reaction was diluted with EA (50 mL). The organic layer was washed with water (50 mL X 2), dried over Na2§04 and concentrated in vacuo. The residue was purified by prep- HPLC (column: Phenomenex luna C18 150 * 25 mm * 10 um; mobile phase: [water (FA) - CAN ] ; gradient: 15% - 45% B over 10 min) to give the title compound (500 mg, 46 % yield) as a white solid. ¹ H NMR (400 MHz, DMSO-A) δ 8.15 (s, 1H), 7.20 (d, 8.4 Hz, 2H), 6.88 - 6.82 (m, 2H), 6.71 (d, J= 7.6

Hz, 1H), 6.63 (d, J = 8.0 Hz, 2H), 5.55 - 5.40 (m, 1H), 4.87 - 4.70 (m, 2H), 3.97 - 3.88 (m, 2H), 3.72 (s, 3H), 3.48 (t, 4.8 Hz, 2H), 3.22 - 2.96 (m, 3H), 2.91 - 2.64 (m, 6H), 2.59 (d, J= 6.8 Hz, 6H), 2.43 (s,

3H), 2.26 (t, J = 10.4 Hz, 1H), 2.07 - 1.94 (m, 1H), 1.80 (d, J = 9.6 Hz, 4H), 1.37 (s, 9H), 1.24 - 1.08 (m, 4H); LC-MS (ESI ⁺ ) m/z 730.4 (M+H) ⁺ .

Step 2 - 3-[4-[3-[[4-(4-Aminocyclohexyl)piperazin-l-yl]methyl]azetidi n-l-yl]-3-methyl -2-oxo- benzimidazol- 1 -yl]piperidine-2, 6-dione

[1761] To a solution of tert-butyl N-[4-[4-[[l-[l-[l-[(4-methoxyphenyl)methyl]-2,6-dioxo-3-pipe ridyl]-3- methyl-2-oxo-benzimidazol-4-yl]azetidin-3-yl]methyl]piperazi n-l-yl]cyclohexyl]carbamate (200 mg, 274 pmol) in TFA (1.5 mL) was added TfOH (848 mg, 5.65 mmol, 0.5 mL). The reaction was then stirred at 70 °C for 1 hr. On completion, the reaction was concentrated in vacuo to give the title compound (170 mg, 99 % yield, TFA) as brown oil. LC-MS (ES1 ⁺ ) m/z 510.2 (M+H) ⁺ .

Step 3 - Tert-butyl N-[4-[4-[[l-[l-(2,6-dioxo-3-piperidyl)-3-methyl-2-oxo-benzim idazol-4-yl]azetidin -3- yl]methyl]piperazin- 1 -yl]cyclohexyl]carbamate

[1762] To a solution of 3-[4-[3-[[4-(4-aminocyclohexyl)piperazin-l-yl]methyl]azetidi n-l-yl]-3-methyl 2- oxo-benzimidazol-l-yl]piperidine-2, 6-dione (170 mg, 272. pmol, TFA) in DCM (1.5 mL) was added TEA (82.7 mg, 817 pmol, 113 pL) and BOC2O (89.2 mg, 408 pmol, 93.9 pL). The reaction was stirred at 25 °C for 1 hr. On completion, the reaction was diluted with EA (10 mL). The organic layer was washed with water (10 mL X 2), dried over Na ₂ SO ₄ and concentrated in vacuo. The crude product was purified by reversed-phase HPLC (0.1% FA condition) to give the title compound (166 mg, 99% yield) as yellow oil. LC-MS (ESI ⁺ ) m/z 610.5 (M+H) ⁺ .

Step 4 - 3-[4-[3-[[4-(4-Aminocyclohexyl)piperazin-l-yl]methyl]azetidi n-l-yl]-3-methyl-2-oxo- benzimidazol- 1 -yl]piperidine-2, 6-dione [1763] To a solution of tert-butyl N-[4-[4-[[l-[l-(2,6-dioxo-3-piperidyl)-3-methyl-2-oxo-benzim idazol - 4-yl]azetidin-3-yl]methyl]piperazin-l-yl]cyclohexyl]carbamat e (166 mg, 272 pmol) in DCM (1.5 mL) was added TFA (767 mg, 6.73 mmol, 0.5 mL). The reaction was then stirred at 25 °C for 1 hr. On completion, the reaction was concentrated in vacuo to give the title compound (169 mg, 99% yield, TFA) as yellow oil. LC-MS (ESI ⁺ ) m/z 510.3 (M+H) ⁺ .

Synthesis of l-[5-Fluoro-l-[l-[(4-methoxyphenyl)methyl]-2,6-dioxo-3-piper idyl]-3-methyl-2-oxo- benzimidazol-4-yl]piperidine-4-carbaldehyde (Intermediate RG)

Step 1 - 2-Bromo-3-fluoro-N-methyl-6-nitro-aniline

[1764] A solution of 2-bromo-l,3-difluoro-4-nitro-benzene (10.0 g, 42.0 mmol, CAS# 103977-78-2) in THF (100 mL) saturated with MeNFL (2.00 M, 31.5 mL) was stirred at 60 °C for 5 hrs in a sealed tube. Then additional MeNEL (2.00 M, 10.5 mL) was added, and the mixture was stirred at 60 °C for 2 hrs in a sealed tube. On completion, the mixture was concentrated in vacuo. The mixture was purified by silica gel column (PE) to give the title compound (10.3 g, 98% yield) as yellow solid. ^† H NMR (400MHz, DMSO- d ₆ ) 5 7.90 (dd, J= 6.4, 9.6 Hz, 1H), 6.78 (dd, J= 7.6, 9.6 Hz, 2H), 2.76 (d, J= 5.2 Hz, 3H), LC-MS (ESI ⁺ ) m/z 248.9 (M+H) ⁺ .

Step 2 - 3-Bromo-4-fhroro-N2-methyl-benzene-l,2-diamine

[1765] To a solution of 2-bromo-3-fluoro-N-methyl-6-nitro-aniline (10.0 g, 40.1 mmol) in THF (100 mL) was added Pt-V/C (524 mg, 2.01 mmol). The mixture was then stirred at 25 °C for 16 hrs under H2 (15 psi). On completion, the mixture was filtered and concentrated in vacuo to give the title compound (8.7 g, 98% yield) as yellow solid. ¹ H NMR (400MHz, DMSO-t/s) δ 6.75 - 6.65 (m, 1H), 6.60 (dd, J = 6.0, 8.8 Hz, 1H), 4.82 (s, 2H), 3.91 (s, 1H), 2.62 (d, J= 4.0 Hz, 3H), LC-MS (ESI ⁺ ) m/z 221.1 (M+H) ⁺

Step 3 - 4-Bromo-5-fluoro-3-methyl-lH-benzimidazol-2-one

[1766] To a solution of 3-bromo-4-fluoro-N2-methyl-benzene-l,2-diamine (8.70 g, 39.7 mmol) in ACN (120 mL) was added CDI (19.3 g, 119 mmol). The mixture was then stirred at 85 °C for 16 hrs. On completion, the mixture was concentrated in vacuo. The mixture was diluted with H ₂ O (300 mL), filtered and the filtrate was dried in vacuo to give the title compound (8.9 g, 91% yield) as gray solid, ¹ H NMR (400MHz, DMSO-d ₆ ) δ 11.18 (s, 1H), 7.05 - 6.87 (m, 2H), 3.57 (s, 3H), LC-MS (ES1 ⁺ ) m/z 245.0 (M+H) ⁺ .

Step 4 - 4-Bromo-5-fluoro-3-methyl-l-(2-trimethylsilylethoxymethyl)be nzimidazol-2-one

[1767] Amixture of4-bromo-5-fluoro-3-methyl-lH-benzimidazol-2-one (8.00 g, 32.6 mmol) inTHF (150 mL) was degassed and purged with N2 3 times, and then the mixture was stirred at 0 °C for 30 min under N2 atmosphere. Next, NaH (1.96 g, 48.9 mmol, 60% dispersion in mineral oil) was added in the mixture, which was degassed and purged with N2 3 times, and then the mixture was stirred at 0 °C for 1 h under N2 atmosphere. Then SEM-C1 (8.16 g, 48.9 mmol) was added in the mixture, which was degassed and purged with N2 for 3 times. Then the mixture was stirred at 65 °C for 11 hrs under N2 atmosphere. On completion, the reaction mixture was quenched with water (100 mL), then the reaction mixture was concentrated under reduced pressure to remove THF, then the residue was diluted with water (100 mL) and extracted with ethyl acetate (200 mL X 3). The combined organic layer was dried over Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. The residue was purified by column chromatography (SiO ₂ , petroleum ether/ethyl acetate- 10/0 to 2/1) to give the title compound (9.10 g, 72 yield) as a black brown oil. ¹ H NMR (400 MHz, CDCl ₃ ) δ 7.04 (dd, J = 4.4, 8.8 Hz, 1H), 6.95 - 6.86 (m, 1H), 5.30 (s, 2H), 3.78 (s, 3H), 3.62 - 3.56 (m, 2H), 0.94 - 0.88 (m, 2H), 0.01 - 0.05 (m, 9H). LC-MS (ESI ⁺ ) m/z 375.1 (M + H) ⁺ .

Step 5 - 4-[4-(Dimethoxymethyl)-l-piperidyl]-5-fluoro-3-methyl-l -(2 -trimethylsilylethoxymethyl) benzimidazol-2-one

[1768] A mixture of 4-bromo-5-fluoro-3-methyl-l -(2 -trimethylsilyletho xymethyl)benzimidazol-2-one (200 mg, 532 pmol), 4-(dimethoxymethyl)piperidine (169 mg, 1.07 mmol, CAS# 188646-83-5), XantPhos Pd G3 (50.5 mg, 53.2 pmol), and Cs2CO3 (520 mg, 1.60 mmol) in dioxane (4 mL) was stirred at 110 °C for 16 hrs under N2. On completion, the reaction was diluted with EA (20 mL). The organic layer was washed with water (20 ml), dried over Na ₂ SO ₄ and concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate- 10/1 to 2/1) to give the title compound (70 mg, 14% yield) as yellow oil. ^† H NMR (400 MHz, DMSO-d ₆ ) δ 7.11 - 7.05 (m, 1H), 6.98 - 6.90 (m, 1H), 5.28 (s, 2H), 4.18 (d, J= 6.4 Hz, 1H), 3.67 (s, 3H), 3.62 - 3.55 (m, 2H), 3.35 (s, 6H), 3.14 - 3.07 (m, 4H), 1.82 - 1.68 (m, 3H), 1.54 - 1.40 (m, 2H), 0.94 - 0.86 (m, 2H), 0.00 (s, 8H).

Step 6 - 4-[4-(Dimethoxymethyl)-l-piperidyl]-5-fluoro-3-methyl-lH-ben zimidazol-2-one

[1769] A mixture of 4-[4-(dimethoxymethyl)-l-piperidyl]-5-fluoro-3-methyl-l-(2- trimethylsilylethoxymethyl) benzimidazol-2-one (450 mg, 992 pmol) in TBAF (1 M, 15.0 mL) was stirred at 80 °C for 16 hrs. On completion, the reaction was diluted with EA (20 mL). The organic layer was washed with water (20 mL), dried over Na ₂ SO ₄ , filtered and concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate=3/l to 1/1) to give the title compound (250 mg, 77% yield) as brown solid. LC-MS (ESI ⁺ ) m/z 324. 1 (M+H) ⁺ .

Step 7 - 3-[4-[4-(dimethoxymethyl)-l-piperidyl]-5-fluoro-3-methyl-2-o xo-benzimidazol-l-yl]-l- [(4- methoxyphenyl)methyl]piperidine-2, 6-dione

[1770] A solution of 4-[4-(dimethoxymethyl)-l-piperidyl]-5-fluoro-3-methyl-lH-ben zimidazol-2-one (250 mg, 773 pmol) and t-BuOK. (130 mg, 1.16 mmol) in THF (6 mL) was stirred at 0° C for 0.5 hr. Then, [l-[(4-methoxyphenyl)methyl]-2,6-dioxo-3-piperidyl] trifluoromethanesulfonate (442 mg, 1.16 mmol, Intermediate CY) was added at 0°C and the mixture was stirred for 1 hr. On completion, the reaction was diluted with EA (20 mL). The organic layer was washed with water (20 mL), dried over Na ₂ SO ₄ and concentrated in vacuo. The residue was purified by column chromatography ( S i O 2, DCM/Ethyl acetate=5/l to 1/1) to give the title compound (320 mg, 74% yield) as yellow solid. ’ll NMR (400 MHz, DMSO-dg) δ 7.20 (d, J= 8.4 Hz, 2H), 6.93 - 6.76 (m, 4H), 5.50 (dd, J = 5.2, 13.2 Hz, 1H), 4.88 - 4.67 (m, 2H), 4.11 (d, <7= 6.4 Hz, 1H), 3.72 (s, 3H), 3.61 (s, 3H), 3.28 (s, 6H), 3.11 - 2.97 (m, 5H), 2.80 (d, J= 17.6 Hz, 1H), 2.73 - 2.64 (m, 1H), 2.08 - 2.00 (m, 1H), 1.68 (d, <7 = 10.0 Hz, 3H), 1.49 - 1.31 (m, 2H).

Step 8 - l-[5-Fluoro-l-[l-[(4-methoxyphenyl)methyl]-2,6-dioxo-3-piper idyl]-3-methyl-2-oxo- benzimidazol-4-yl]piperidine-4-carbaldehyde

[1771] A mixture of 3 -[4- [4-(dimethoxymethyl)-l -piperidyl] -5-fluoro-3 -methyl-2-oxo-benzimidazol-l- yl]-l -[(4-methoxyphenyl)methyl]piperidine-2, 6-dione (250 mg, 450 pmol) in HCOOH (21.6 mg, 450 pmol, 3 mL) was stirred at 80 °C for 1 hr. On completion, the reaction was concentrated in vacuo to give the title compound (249 mg, 99% yield, FA) as brown oil. LC-MS (ESI ⁺ ) m/z 509.1 (M+H) ⁺ . Synthesis of 3-[4-[4-[[4-(3-Aminocyclobutyl)piperazin-l-yl]methyl]-l-pipe ridyl]-5-fluoro-3-methyl- 2-oxo-benzimidazol-l-yl]piperidine-2, 6-dione (Intermediate RH)

Step 1 - Tert-butyl N-[3-[4-[[l-[5-fhioro-l-[l-[(4-methoxyphenyl)methyl]-2,6-dio xo-3-piperidyl]-3- methyl-2-oxo-benzimidazol-4-yl]-4-piperidyl]methyl]piperazin -l-yl]cyclobutyl]carbamate

[1772] A solution of l-[5-fluoro-l-[l-[(4-methoxyphenyl)methyl]-2,6-dioxo-3-piper idyl]-3-methyl-2- oxo-benzimidazol-4-yl]piperidine-4-carbaldehyde (249 mg, 449 pmol, Intermediate RG), HOAc (26.9 mg, 449 pmol, 25.7 piL) and tert-butyl N-(3-piperazin-l-ylcyclobutyl)carbamate (126 mg, 493 Limo I, Intermediate QV) in DMF (1 mL) and THF (3 mL) was stirred at 25 °C for 0.5 hr. Then, NaBH(OAc)3 (142 mg, 673 pmol) was added and the mixture was stirred at 25 °C for 1 hr. On completion, the reaction was quenched with water (0. ImL) and concentrated in vacuo. The residue was purified by prep-HPLC (column: Welch Ultimate C18 150 * 25 mm * 5 um; mobile phase: [water (FA) - ACN]; gradient: 20%-50% B over 11 min) to give the title compound (220 mg, 65% yield) as white solid. ^† H NMR (400 MHz, DM SO- A, ) 5 7.28 - 7.11 (m, 3H), 6.92 - 6.73 (m, 4H), 5.51 (dd, J= 5.2, 12.8 Hz, 1H), 4.88 - 4.68 (m, 2H), 3.93 - 3.82 (m, 1H), 3.73 (s, 3H), 3.61 (s, 3H), 3.12 - 3.00 (m, 5H), 2.86 - 2.66 (m, 4H), 2.43 - 2.23 (m, 6H), 2.18 (d, J - 7.2 Hz, 2H), 2.14 - 1.99 (m, 4H), 1.94 - 1.86 (m, 2H), 1.79 - 1.68 (m, 2H), 1.68 - 1.56 (m, 1H), 1.37 (s, 9H), 1.31 - 1.18 (m, 2H).

Step 2 - 3-[4-[4-[[4-(3-Aminocyclobutyl)piperazin-l-yl]methyl]-l-pipe ridyl]-5-fluoro-3-methyl-2- oxo- benzimidazol- 1 -yl]piperidine-2, 6-dione

[1773] A mixture of tert-butyl N-[3-[4-[[l-[5-fluoro-l-[l-[(4-methoxyphenyl)methyl]-2,6-dio xo-3- piperidyl] -3-methyl-2-oxo-benzimidazol-4-yl]-4-piperidyl]methyl]pipera zin-l-yl]cyclobutyl]carbamate (130 mg, 173 pmol) in TfOH (734 mg, 4.90 mmol, 433 pL) and TFA (2.00 g, 17.5 mmol, 1.30 mL) was stirred at 70 °C for 1 hr. On completion, the reaction was concentrated in vacuo to give the title compound (111 mg, 99% yield, TFA) as brown oil. LC-MS (ES1 ⁺ ) m/z 528.2 (M+H) ⁺ .

Step 3 - Tert-butyl N-[3-[4-[[l-[l-(2,6-dioxo-3-piperidyl)-5-fluoro-3-rnethyl-2- oxo-benzirnidazol-4-yl]-4- piperidyl]methyl]piperazin- 1 -yl]cyclobutyl]carbamate

[1774] To a solution of 3-[4-[4-[[4-(3-aminocyclobutyl)piperazin-l-yl]methyl]-l-pipe ridyl]-5-fluoro-3- ethyl-2-oxo-benzimidazol-l-yl]piperidine-2, 6-dione (111 mg, 172 pmol, TFA) and TEA (52.5 mg, 518 pmol, 72.2 pL) in DCM (2 mL) was added BOC2O (41.5 mg, 190 pmol). The reaction was then stirred at 25 °C for 1 hr. On completion, the reaction was diluted with DCM (10 mL). The organic layer was washed with water (10 mL X 3), dried over Na ₂ SO ₄ and concentrated in vacuo. The crude product was triturated with PE:EA=5:1 (5mL) at 25 C for 30 min. The mixture was filtered and the filtered cake was dried in vacuo to give the title compound (108 mg, 99% yield) as brown solid. LC-MS (ESI ⁺ ) m/z 628.3 (M+H) ⁺ .

Step 4 - 3-[4-[4-[[4-(3-Aminocyclobutyl)piperazin-l-yl]methyl]-l-pipe ridyl]-5-fluoro-3-methyl-2-oxo - benzimidazol- 1 -yl]piperidine-2, 6-dione

[1775] A mixture of tert-butyl N-[3-[4-[[l-[l-(2,6-dioxo-3-piperidyl)-5-fhioro-3-methyl-2-o xo - benzimidazol-4-yl]-4-piperidyl]methyl]piperazin-l-yl]cyclobu tyl]carbamate (108 mg, 172 pmol) and TFA (460 mg, 4.04 mmol, 0.3 mL) in DCM (1 mL) was stirred at 25 °C for 1 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (110 mg, 99% yield, TFA) as yellow oil. LC- MS (ESI ⁺ ) m/z 528.2 (M+H) ⁺ .

Synthesis of l-[5-Chloro-l-(2,6-dioxo-3-piperidyl)-3-methyl-2-oxo-benzimi dazol-4-yl]piperidine-4- carbaldehyde (Intermediate RI)

Step 1 - 3-[4-[4-(Dimethoxymethyl)-l -piperidyl]-3-methyl-2-oxo-benzimidazol- 1 -yl]piperidine-2, 6-dione [1776] To a solution of 3-(4-bromo-3-methyl-2-oxo-benzimidazol-l-yl)piperidine-2, 6-dione (10.0 g, 29.5 mmol, Intermediate DC) and 4-(dimethoxymethyl)piperidine (5.65 g, 35.4 mmol, CAS# 188646-83-5) in toluene (200 mL) was added RuPhos (2.07 g, 4.44 mmol), RuPhos Pd G3 (3.71 g, 4.44 mmol), 4A molecular sieves (200 mg) and LiHMDS (1 M, 103 mL). Then the mixture was purged with N2 for three times and stirred at 110 °C for 4 hrs. On completion, the mixture was added FA to pH=6, then fdtered and concentrated in vacuo to give a residue. The residue was purified by column chromatography (SiO ₂ , PE: EA=10: 1 to 0: 1) to give the title compound (7.50 g, 60% yield) as a brown solid. ¹ H NMR (400 MHz, DMSO-t/g) δ 11.09 (s, 1H), 6.99 - 6.93 (m, 1H), 6.91 - 6.83 (m, 2H), 5.40 - 5.31 (m, 1H), 4.13 (d, J= 5.6 Hz, 1H), 3.61 (s, 3H), 3.29 (s, 6H), 3.11 (d, J= 11.2 Hz, 2H), 2.91 - 2.84 (m, 1H), 2.72 - 2.58 (m, 4H), 2.02 - 1.97 (m, 1H), 1.77

- 1.65 (m, 3H), 1.51 - 1.39 (m, 2H). LC-MS (ESL) m/z 417.2 (M+H) ⁺ .

Step 2 - l-[5-Chloro-l-(2,6-dioxo-3-piperidyl)-3-methyl-2-oxo-benzimi dazol-4-yl]piperidine-4- carbaldehyde

[1777] To a solution of 3-[4-[4-(dimethoxymethyl)-l-piperidyl]-3-methyl-2-oxo-benzim idazol-l- yl]piperidine -2,6-dione (500 mg, 1.20 mmol) in DCE (20 mL) was added PhI(OAc) ₂ (386 mg, 1.20 mmol) and HCI (1 M, 6.00 mL), then the mixture was stirred at 50 °C for 3 hrs. On completion, the mixture was separated to give the organic layer, then concentrated in vacuo to give a residue. The residue was purified by prep-HPLC (column: Phenomenex Luna C18 200*40mm*10um; mobile phase: [water (TFA)-ACN]; gradient: 28%-58% B over 10 min) to give the title compound (85 mg, 17% yield) as a white solid. ^† H NMR (400 MHz, CDCl ₃ ) δ 9.75 (s, 1H), 8.11 (s, 1H), 7.01 (d, J = 8.4 Hz, 1H), 6.58 (d, J = 8.4 Hz, 1H), 5.21 (dd, J= 5.4, 12.8 Hz, 1H), 3.72 (s, 3H), 3.71 - 3.63 (m, 2H), 3.14 - 3.05 (m, 2H), 3.00 - 2.92 (m, 1H), 2.89 - 2.79 (m, 1H), 2.74 - 2.68 (m, 1H), 2.48 - 2.40 (m, 1H), 2.28 - 2,20 (m, 1H), 2.06 - 1.99 (m, 2H), 1.76

- 1.64 (m, 2H). LC-MS (ESI ⁺ ) m/z 405.1 (M+H) ⁺ . Synthesis of Benzyl N-[3-[(lS,4S)-2,5-diazabicyclo[2.2.1]heptan-2-yl]cyclobutyl] carbamate

(Intermediate RJ)

Step 1 - Tert-butyl (lS,4S)-5-[3-(benzyloxycarbonylamino)cyclobutyl]-2,5-diazabi cyclo[2.2.1]heptane-2- carboxylate

[1778] To a mixture of benzyl N-(3-oxocyclobutyl)carbamate (5.00 g, 22.8 mmol, CAS# 130369-36-7) in THF (50 mL) was added HOAc (1.37 g, 22.8 mmol) and tert-butyl ( IS, 4S) -2,5-diazabicyclo[2.2.1]heptane- 2-carboxylate (4.52 g, 22.8 mmol, CAS# 113451-59-5). The reaction mixture was stirred at 25 °C for 0.5 hr, then the NaBH(OAc)s (9.67 g, 45.6 mmol) was added. The reaction mixture was then stirred at 25 °C for 1 hr. On completion, the reaction mixture was quenched with water (0.5 mL) and concentrated in vacuo. The residue was purified by reverse phase (0.1 % FA condition) to give the title compound (3.00 g, 32% yield) as white solid. LC-MS (ESI ⁺ ) m/z 402.1 (M+H) ⁺ .

Step 2 - Tert-butyl (lS,4S)-5-((lr,3S)-3-(((benzyloxy)carbonyl)amino)cyclobutyl) -2,5- diazabicyclo[2.2.1]heptane-2-carboxylate and tert-butyl (lS,4S)-5-((ls,3R)-3- (((benzyloxy)carbonyl)amino)cyclobutyl)-2,5-diazabicyclo[2.2 .1]heptane-2-carboxylate

[1779] Tert-butyl (lS,4S)-5-[3-(benzyloxycarbonylamino)cyclobutyl]-2,5-diazabi cyclo[2.2.1]heptane-2- carboxylate was separated by SFC (column: DAI CEL CHIRALPAK AS (250mm*50mm, 10um);mobile phase: [CO2-i-PrOH(0.1% NH3H ₂ O)];B%:30%, isocratic elution mode) to give tert-butyl (lS,4S)-5- (( lr,3S)-3-(((benzyloxy)carbonyl)amino)cyclobutyl)-2,5-diazabi cyclo[2.2.1 ]heptane-2-carboxylate (980 mg, 32% yield, peak 1, trans) as white solid ( ^† H NMR (400 MHz, DMSO-d ₆ ) δ 7.53 (s, 1H), 7.39 - 7.29 (m, 5H), 4.98 (s, 2H), 4.16 (d, J= 11.2 Hz, 1H), 3.75 - 3.62 (m, 1H), 3.33 (d, 7 - 0.8 Hz. 2H), 3.23 (d, J= 1.6 Hz, 1H), 3.06 (s, 1H), 2.95 - 2.79 (m, 1H), 2.76 - 2.64 (m, 1H), 2.40 - 2.24 (m, 2H), 1.87 - 1.54 (m, 4H), 1.39 (s, 9H)) and tert-butyl (lS,4S)-5-((ls,3R)-3-(((benzyloxy)carbonyl)amino)cyclobutyl) -2,5- diazabicyclo[2.2.1]heptane-2-carboxylate (1.20 g, 40 % yield, peak 2, cis) as white solid ( ^† H NMR (400 MHz, DMSO-7 ₆ ) δ 7.61 (d, 7 - 7.6 Hz, 1H), 7.38 - 7.28 (m, 5H), 4.99 (s, 2H), 4.18 (d, J = 15.2 Hz, 1H), 4.14 - 4.07 (m, 1H), 3.61 (s, 1H), 3.35 - 3.21 (m, 2H), 3.14 - 3.05 (m, 1H), 2.77 - 2.70 (m, 1H), 2.68 - 2.58 (m, 1H), 2.21 - 2.11 (m, 2H), 2.05 - 1.95 (m, 2H), 1.81 - 1.72 (m, 1H), 1.71 - 1.63 (m, 1H), 1.39 (s, 9H)). The absolute stereochemistry of the diastereomers was assigned by 2D NMR.

Step 3 - Benzyl N-[3-[(lS,4S)-2,5-diazabicyclo[2.2.1]heptan-2-yl]cyclobutyl] carbamate

[1780] A solution of tert-butyl(lS,4S)-5-[3-(benzyloxycarbonylamino)cyclobutyl]-2 ,5- diazabicyclo[2.2.1] heptane-2-carboxylate (300 mg, 747 pmol) and TFA (1.54 g, 13.4 mmol) in DCM (2 mL) was stirred at 25 °C for 0.5 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (310 mg, 99% yield, TFA) as white oil. LC-MS (ESI ⁺ ) m/z 302. 1 (M+H) ⁺ .

Synthesis of 3- [4-[4- [ [(1 S,4S)-5-(3-aminocyclobutyl)-2,5-diazabicyclo [2.2.1]heptan-2-yl]methyl]-l- piperidyl]-5-chloro-3-methyl-2-oxo-benzimidazol-l-yl]piperid ine-2, 6-dione (Intermediate RJ)

Step 1 - Benzyl N-[3-[(lS,4S)-5-[[l-[5-chloro-l-(2,6-dioxo-3-piperidyl)-3-me thyl-2-oxo- benzimidazol-4- yl]-4-piperidyl]methyl]-2,5-diazabicyclo[2.2.1]heptan-2-yl]c yclobutyl]carbamate

[1781] To a solution of benzyl N-[3-[(lS,4S)-2,5-diazabicyclo[2.2.1]heptan-2-yl]cyclobutyl] carbamate (210 mg, 505 pmol, TFA, Intermediate RJ) in THF (2 mL) and DMF (2 mL) was added TEA (1.44 mmol, 0.2 mL), then l-[5-chloro-l-(2,6-dioxo-3-piperidyl)-3-methyl-2-oxo-benzimi dazol-4-yl]piperidine-4- carbaldehyde (204 mg, 505 pmol, Intermediate RI) and AcOH (1.75 mmol, 0.1 mL) was added and the mixture was stirred at 25 °C for 0.2 hr. Next, NaBH(OAc)3 (160 mg, 758 pmol) was added and the mixture was stirred 25°C for 1 hr. On completion, the mixture was filtered to give the residue. The residue was purified by prep-HPLC (column: Phenomenex Luna C18 150*25mm*10um; mobile phase: [water (FA)- ACN]; gradient: 11%-41% B over 10 min) to give the title compound (210 mg, 60% yield) as a colorless liquid. LC-MS (ESI ⁺ ) m/z 690.2 (M+H) ⁺ .

Step 2 - 3-[4-[4-[[(l S,4S)-5-(3-aminocyclobutyl)-2,5-diazabicyclo[2.2. l]heptan-2-yl]methyl]- 1- piperidyl]-5-chloro-3-methyl-2-oxo-benzimidazol-l-yl]piperid ine-2, 6-dione

[1782] To a solution of benzyl N-[3-[(lS,4S)-5-[[l-[5-chloro-l-(2,6-dioxo-3-piperidyl)-3-me thyl-2-oxo- benzimidazol-4-yl]-4-piperidyl]methyl]-2,5-diazabicyclo[2.2. 1]heptan-2-yl]cyclobutyl]carbamate (110 mg, 159 pmol) in TFA (2 mL) was added TfOH (7.91 mmol, 0.7 mL), then the mixture was stirred at 70 °C for 1 hr. On completion, the mixture was concentrated in vacuo to give the title compound (100 mg, 93% yield, TFA) as a brown oil. LC-MS (ESI ⁺ ) m/z 556.3 (M+H) ⁺ .

Synthesis of 3-[4-[4-[(4-Aminocyclohexyl)methyl]piperazin-l-yl]phenyl]pip eridine-2, 6-dione

(Intermediate RL)

Step 1 - Tert-butyl N-[4-[[4-[4-(2,6-dioxo-3-piperidyl)phenyl]piperazin-l-yl]met hyl]cyclohexyl] carbamate

[1783] To a solution of 3-(4-bromophenyl)piperidine-2, 6-dione (500 mg, 1.86 mmol, CAS# 1267337-47- 2) and tert-butyl N-[4-(piperazin-l-ylmethyl)cyclohexyl]carbamate (554 mg, 1.86 mmol, Intermediate SZ) in dioxane (10 mL) was added CS2CO3 (1.22 g, 3.73 mmol) and Pd-PEPPSI-IHeptCl (182 mg, 186 pmol). Then the mixture was stirred at 100 °C for 2 hrs under N2. On completion, the reaction mixture diluted with water (5 mL) and extracted with EA (20 mL X 2). The combined organic layers were washed with water (5 mL X 2), dried over Na ₂ SO ₄ , filtered and concentrated under reduced pressure. The residue was purified by prep-HPLC (column: Phenomenex Luna C18 150*25mm*10um; mobile phase: [water (FA)-ACN]; gradient: 7%-37% B over 10 min) to give the title compound (105 mg, 11% yield) as white solid. ¹ H NMR (400 MHz, DMSO-dg) 8 10.78 (s, 1H), 7.04 (d, J = 8.4 Hz, 2H), 6.87 (d, J= 8.4 Hz, 2H), 6.71 (d, J = 7.8 Hz, 1H), 3.72 (dd, J= 4.8, 11.0 Hz, 2H), 3.09 (s, 6H), 2.46 (d, J= 3.6 Hz, 4H), 2.12 ( d, ~ 7.6 Hz, 2H), 2.07 (s, 4H), 1.76 ( d, J = 10.0 Hz, 3H), 1.37 (s, 9H), 1.12 (q, J = 11.2 Hz, 2H), 0.95 - 0.77 (m, 2H).

Step 2 - 3-[4-[4-[(4-Aminocyclohexyl)methyl]piperazin-l-yl]phenyl]pip eridine-2, 6-dione

[1784] To a solution of tert-butyl N-[4-[[4-[4-(2,6-dioxo-3-piperidyl)phenyl]piperazin-l-yl]met hyl] cyclohexyl] carbamate (100 mg, 206 pmol) in DCM (3 mL) was added TFA (1 mL), then the mixture was stirred at 25 °C for 1 hr. On completion, the reaction was concentrated in vacuo to give the title compound (100 mg, 97% yield, TFA) as yellow oil. LC-MS (ESI ⁺ ) m/z 385.1 (M+H) ⁺ .

Synthesis of 3-(4-bromo-2-chloro-5-fluoro-phenyl)piperidine-2, 6-dione (Intermediate RM)

Step 1 - l-Bromo-4-(bromomethyl)-5-chloro-2-fluoro-benzene

[1785] To a solution of (4-bromo-2-chloro-5-fluoro-phenyl)methanol (5 g, 20.8 mmol, CAS# 1338254- 21-9) in DCM (50 mL) was added PBn (8.48 g, 31.3 mmol) at 0 °C and the mixture was stirred at 0 °C for 1 hr. Then, the mixture was warmed to rt and stirred for 16 hrs. On completion, the mixture was added into NaHCXL (80 mL) aqueous solution slowly to quench the reaction. Then the mixture was diluted with DCM (50 mL) and washed with water (20 mL X 3). The organic layer was dried over NajSO^ filtered and concentrated in vacuo to give the title compound (3.5 g, 55% yield) as colorless oil. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 7.97 (d, J= 6.4 Hz, 1H), 7.74 (d, J= 9.2 Hz, 1H), 4.69 (s, 2H).

Step 2 - 2-(4-Bromo-2-chloro-5-fluoro-phenyl)acetonitrile

[1786] To a solution of l-bromo-4-(bromomethyl)-5-chloro-2-fluoro-benzene (3.5 g, 11.5 mmol) and TBAB (447 mg, 1.39 mmol) in DCM (20 mL) and H ₂ O (20 mL) was added KCN (2.25 g, 34.5 mmol) slowly. The reaction mixture was stirred at rt for 16 hrs. On completion, the reaction mixture was added into ice water (100 mL). Then, the mixture was extracted with DCM (100 mL X 2), the combined organic layers were dried over Na ₂ SO ₄ , filtered and concentrated in vacuo. The residue was purified by column chromatography (SiCE, PE: EA=20: 1 to 10: 1) to give the title compound (2.3 g, 79% yield) as colorless oil. ¹ H NMR (400 MHz, DMSO-tZ ₆ ) § 8.02 (d, J= 6.4 Hz, 1H), 7.60 (d, J= 9.2 Hz, 1H), 4.09 (s, 2H).

Step 3 - Methyl 2-(4-bromo-2-chloro-5-fluoro-phenyl)acetate

[1787] To a solution of 2-(4-bromo-2-chloro-5-fluoro-phenyl)acetonitrile (2.3 g, 9.26 mmol) in MeOH (17 mL) was added dropwise SOCI ₂ ( 12 mL) at 0 °C. The reaction mixture was stirred at rt for 16 hrs under N2. On completion, the mixture was concentrated in vacuo. Then, the crude product was diluted with EA (20 mL) and washed with water (15 mL). The organic layer was dried over Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (2.7 g, 89% yield) as yellow solid. ’ll NMR (400 MHz, DMSO-rig) δ 7.91 (d, J= 6.4 Hz, 1H), 7.54 (d, J= 9.2 Hz, 1H), 3.83 (s, 2H), 3.63 (s, 3H).

Step 4 - 3-(4-Bromo-2-chloro-5-fluoro-phenyl)piperidine-2, 6-dione

[1788] To a solution of methyl 2-(4-bromo-2-chloro-5-fluoro-phenyl)acetate (1 g, 3.55 mmol) and prop- 2-enamide (504 mg, 7.10 mmol) in THF (10 mL) was added t-BuOK (597 mg, 5.33 mmol). The reaction mixture was stirred at rt for 0.5 hr. On completion, the reaction mixture was added NH4CI aqueous solution (5 mL) and diluted with water (30 mL). Then, the mixture was extracted with EA (50 mL X 2). The combined organic layers were dried over Na ₂ SO ₄ , filtered and concentrated in vacuo. The crude product was triturated with DCM (20 mL) at rt for 5 min, then filtered to give the title compound (1.2 g, 52% yield) as white solid. ¹ H NMR (400 MHz, DMSO-t/ ₆ ) δ 10.96 (s, 1H), 7.98 - 7.85 (m, 1H), 7.53 - 7.46 (m, 1H), 4,24 (dd, J= 4.8, 12.8 Hz, 1H), 2.86-2.73 (m, 1H), 2.57 (dd, J = 2.4, 4.0 Hz, 1H), 2.39 - 2.28 (m, 1H), 2.01 - 1.94 (m, 1H).

Synthesis of 3-[4-[4-[(4-Aminocyclohexyl)methyl]piperazin-l-yl]-2-chloro- 5-fluoro- phenyl] piperidine-2, 6-dione (Intermediate RN) Step 1 - Tert-butyl N-[4-[[4-[5-chloro-4-(2,6-dioxo-3-piperidyl)-2-fluoro-phenyl ]piperazin-l-yl] methyl] cyclohexyl] carbamate

[1789] To a solution of 3-(4-bromo-2-chloro-5-fluoro-phenyl)piperidine-2, 6-dione (600 mg, 1.87 mmol, Intermediate RM) and tert-butyl N-[4-(piperazin-l-ylmethyl)cyclohexyl]carbamate (835 mg, 2.81 mmol, Intermediate SZ) in dioxane (12 mL) was added CS2CO3 (1.83 g, 5.62 mmol) and 1 ,3-bis[2,6-bis( 1 - propylbutyl)phenyl]-4,5-dichloro-2H-imidazol- 1 -ium-2-ide;3-chloropyridine dichloropalladium ( 182 mg, 187 pmol). The reaction mixture was then stirred at 100 °C for 4 hrs under N2. On completion, the reaction mixture was diluted with EA (50 mL) and washed with water (30 mL X 2). The organic layer was dried over Na ₂ SO ₄ , filtered and concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , PE: EA ^_ I O: I to 0:1) to give the title compound (85 mg, 8% yield) as brown solid. ¹ H NMR (400 MHz, DMSO-de) δ 10.86 (s, 1H), 7.17 (d, J = 13.6 Hz, 1H), 7.01 (d, J= 8.4 Hz, 1H), 6.69 (d, ./“ 7.6 Hz, 1H), 4.10 (dd, J= 4.8, 12.8 Hz, 1H), 3.19 - 3.09 (m, 1H), 3.02 (s, 4H), 2.81 - 2.70 (m, 1H), 2.46 (s, 3H), 2.33 - 2.25 (m, 1H), 2.11 (d, J - 7.2 Hz, 2H), 1.96 - 1.89 (m, 1H), 1.76 (d, J= 11.2 Hz, 4H), 1.37 (s, 9H), 1.29 - 1.05 (m, 4H), 0.92 - 0.79 (m, 3H).

Step 2 - 3-[4-[4-[(4-Aminocyclohexyl)methyl]piperazin- l-yl]-2-chloro-5-fluoro-phenyl]piperidine-2,6- dione

[1790] A mixture of tert-butyl N-[4-[[4-[5-chloro-4-(2,6-dioxo-3-piperidyl)-2-fluoro-phenyl ]piperazin-l- yl] methyl] cyclohexyl] carbamate (75 mg, 139 pmol) in TEA (0.5 mL) and DCM (1 .5 mL) was stirred at rt for 0.5 hr. On completion, the mixture was concentrated in vacuo to give the title compound (76 mg, 98% yield, TEA) as brown oil. LC-MS (ESI ⁺ ) m/z 437.1 (M+H) ⁺ .

Synthesis of 1- [3-chloro-4-(2,6-dioxo-3-piperidyl)phenyl] piperidine-4-carbaldehyde (Intermediate Step 1 - 3-[2-Chloro-4-[4-(dimethoxymethyl)-l-piperidyl]phenyl]piperi dine-2, 6-dione

To a solution of 3-(4-bromo-2-chloro-phenyl)piperidine-2, 6-dione (1.00 g, 3.31 mmol, synthesized via Steps 1-2 of Intermediate PH), 4-(dimethoxymethyl)piperidine (789 mg, 4.96 mmol, CAS# 188646-83-5) in dioxane (15 mL) was added tBuONa (953 mg, 9.92 mmol), Pd2(dba)a (303 mg, 331 pmol) and XPhos (158 mg, 331 pmol). Then the mixture was stirred at 100 °C for 2 hrs. On completion, the mixture was concentrated in vacuo to give the residue. The residue was purified by column chromatography (SiO ₂ , PE: EA=30: l to 20: 1) to give the title compound (400 mg, 32% yield) as a yellow oil. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 10.84 (s, 1H), 7.09 (d, J= 8.4 Hz, 1H), 6.92 (d, J = 2.4 Hz, 1H), 6.89 - 6.84 (m, 1H), 4.09 - 4.00 (m, 2H), 3.73- 3.71 (m, 2H), 3.26 (s, 6H), 2.82 - 2.58 (m, 4H), 2.27 - 2.16 (m, 1H), 1.97 - 1.88 (m, 1H), 1.70 - 1.67 (m, 2H), 1.34 - 1.22 (m, 3H). LC-MS (ES1 ⁺ ) m/z 381.0 (M+H) ⁺ .

Step 2 - l-[3-Chloro-4-(2,6-dioxo-3-piperidyl)phenyl]piperidine-4-car baldehyde

[1791] A solution of 3-[2-chloro-4-[4-(dimethoxymethyl)-l-piperidyl]phenyl]piperi dine-2, 6-dione (200 mg, 525 pmol) in HCOOH (2 mL) was stirred at 80 °C for 0.5 hr. On completion, the mixture was concentrated in vacuo to give the title compound (170 mg, 97% yield) as a brown oil. LC-MS (ESI ⁺ ) m/z 352.8 (M+18) ⁺ .

Synthesis of 4- [ [4- [(3S)-3-hydroxy-3-methyl-l-piperidyl] -5-(trifluoromethyl)pyrimidin-2-yl] amino] -

3- methyl-N-(4-methyl-4-piperidyl)benzenesulfonamide (Intermediate RP)

Step 1 - Tert-butyl 4-[[4-[[4-[(3S)-3-hydroxy-3-methyl-l-piperidyl]-5-(trifluoro methyl)pyrimidin-2- yl]amino]-3-methyl-phenyl]sulfonylamino]-4-methyl-piperidine -l -carboxylate

[1792] To a solution of tert-butyl 4-amino-4-methyl-piperidine-l -carboxylate (184 mg, 860 pmol, CAS# 343788-69-2) and TEA (130 mg, 1.29 mmol) in THF (4 mL) was added 4-[[4-[(3S)-3-hydroxy-3-methyl- l-piperidyl]-5-(trifluoromethyl)pyrimidin-2-yl]amino]-3-meth yl-benzenesulfonyl chloride (200 mg, 430 pmol, Intermediate OA) at 50 °C, then the mixture was stirred at 50 °C for 18 hrs. On completion, the reaction was concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , EA in PE, 32% to 45%) to give the title compound (250 mg, 90% yield) as white solid. ¹ H NMR (400 MHz, DMSO- dk) 5 9.09 (s, 1H), 8.34 (s, 1H), 7.86 - 7.78 (m, 1H), 7.70 - 7.58 (m, 2H), 7.35 (s, 1H), 4.44 (s, 1H), 3.63 - 3.54 (m, 1H), 3.44 - 3.33 (m, 3H), 3.28 - 3.18 (m, 2H), 3.17 - 3.03 (m, 2H), 2.32 (s, 3H), 1.82 - 1.70 (m, 3H), 1.61 - 1.49 (m, 2H), 1.36 (s, 10H), 1.33 - 1.25 (m, 2H), 1.03 (d, J - 3.2 Hz, 6H); LC-MS (ESI+) m/z 643.1 (M+H) ⁺ .

Step 2 - 4-[[4-[(3S)-3-hydroxy-3-methyl-l-piperidyl]-5-(trifhiorometh yl)pyrimidin-2-yl]amino]-3- methyl-N-(4-methyl-4-piperidyl)benzenesulfonamide

[1793] A mixture of tert-butyl 4-[[4-[[4-[(3S)-3-hydroxy-3-methyl-l-piperidyl]-5- (trifluoromethyl)pyrimidin- 2-yl]amino]-3-methyl-phenyl]sulfonylamino]-4-methyl-piperidi ne- 1 - carboxylate (85 mg, 132 pmol) in DCM (0.9 mL) and TFA (460 mg, 4.04 mmol, 0.3 mL) was stirred at rt for 0.5 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (86 mg, 99% yield, TFA) as colorless oil. LC-MS (ESI ⁺ ) m/z 543. 1 (M+H) ⁺ .

Synthesis of 3-(4-Piperazin-l-ylphenyl)piperidine-2, 6-dione (Intermediate RQ)

Step 1 - 3-(4-Bromophenyl)piperidine-2, 6-dione

[1794] To a solution of methyl 2-(4-bromophenyl) acetate (5 g, 21.8 mmol, CAS# 41841-16-1) and prop- 2-enamide (1.55 g, 21.8 mmol, CAS# 79-06-1) in DMF (30 mL) was added t-BuOK (7.35 g, 65.4 mmol), the mixture was then stirred at 25 °C for 3 hrs under N2. On completion, the reaction mixture was diluted with water (50 mL) and extracted with EA (100 mL X 2). The combined organic layers were washed with water (50 mLX 2), dried over Na ₂ SO ₄ , filtered and concentrated under reduced pressure to give the residue. The residue was purified by column chromatography (Silica gel, EA in PE, 30%, v/v) to give the title compound (2 g, 34% yield) as white solid. LC-MS (ESI ⁺ ) m/z 267.8 (M+H) ⁺ . Step 2 - Tert-butyl 4- [4-(2,6-dioxo-3-piperidyl)phenyl]piperazine-l -carboxylate

[1795] To a solution of 3-(4-bromophenyl)piperidine-2, 6-dione (900 mg, 3.36 mmol) and tert-butyl piperazine- 1 -carboxylate (813 mg, 4.36 mmol, CAS# 57260-71-6) in dioxane (10 mL) was added 1,3- bis[2,6-bis(l-propylbutyl)phenyl]-4,5-dichloro-2H-imidazol-l -ium-2-ide;3- chloropyridine;dichloropalladium (326 mg, 335 pmol) and CS2CO3 (3.28 g, 10.0 mmol). Then the mixture was stirred at 90 °C for 2 hrs under N2. On completion, the reaction mixture was diluted with EA (30 mL), filtered, and the filtrate was concentrated under reduced pressure to give a residue. The residue was purified by column chromatography (Silica gel, EA in PE, 30%, v/v) to give the title compound (240 mg, 19% yield) as white solid. ¹ H NMR (400 MHz, DMSO-t/ ₆ ) § 10.78 (s, 1H), 7.10 - 7.04 (m, 2H), 6.91 (d, J = 8.8 Hz, 2H), 3.80 - 3.68 (m, 1H), 3.50 - 3.38 (m, 4H), 3.10 - 3.04 (m, 4H), 2.69 - 2.58 (m, 1H), 2.48 (s, 1H), 2.19 - 2.07 (m, 1H), 2.00 (m, J = 4.8, 13.3 Hz, 1H), 1.42 (s, 9H).

Step 3 - 3-(4-Piperazin-l-ylpbenyl)piperidine-2, 6-dione

[1796] To a solution of tert-butyl 4-[4-(2,6-dioxo-3-piperidyl)phenyl]piperazine-l-carboxylate (240 mg, 642.66 pmol) in DCM (3 mL) was added TFA (1 mL), then the mixture was stirred at 25 °C for 1 hr. On completion, the reaction was concentrated in vacuo to give the title compound (248 mg, 99% yield, TFA) as brown solid. LC-MS (ESI ⁺ ) m/z 274.1 (M+H) ⁺ .

Synthesis of Tert-butyl N-(4-formyl-l-bicyclo[2.2.2]octanyl)carbamate (Intermediate RR)

Step 1 - Tert-butyl N-[4-(hydroxymethyl)-l-bicyclo[2.2.2]octanyl]carbamate

[1797] To a solution of methyl 4-(tert-butoxycarbonylamino)bicyclo[2.2.2]octane-l -carboxylate (0.5 g, 1.76 mmol, CAS# 943845-74-7) in THF (10 mL) was added LAH (2.5 M, 1.41 mL) slowly at -70 °C, the mixture was stirred at -70°C for 3 hrs under N2. On completion, the mixture was quenched with water (0.2 ml) and 15% NaOH (0.2 mL) and more water (0.6 mL) at 0 °C. The reaction mixture was then diluted with additional water (5 mL) and extracted with EA (20 mL X 2). The combined organic layers were washed with water (10 mL X 2), dried over Na ₂ SO ₄ , filtered and concentrated under reduced pressure to give the title compound (360 mg, 79% yield) as white solid. ¹ H NMR (400 MHz, DMSO-de) δ 6.27 (s, 1H), 4.32 - 4.26 (m, 1H), 2.99 (d, J= 5.6 Hz, 2H), 1.78 - 1.59 (m, 7H), 1.37 - 1.33 (m, 14H).

Step 2 - Tert-butyl N-(4-formyl-l-bicyclo[2.2.2]octanyl)carbamate [1798] To a solution of tert-butyl N-[4-(hydroxymethyl)-l-bicyclo[2.2.2]octanyl]carbamate (360 mg, 1.41 mmol) in DCM (5 mL) was added DMP (657 mg, 1.55 mmol), the mixture was then stirred at 25 °C for 1 hr. On completion, the reaction mixture was quenched with Na2S20a (3 mL) and NaHCOs (3 mL). Then, the mixture was extracted with DCM (10 mL X 2). The combined organic layers were washed with water (8 mL X 2), dried over Na ₂ SO ₄ , filtered and concentrated in vacuo. The crude product was triturated with PE at 25 °C for 10 mins to give the title compound (300 mg, 84% yield) as white solid. ^† H NMR (400 MHz, DMSO-i/g) δ 9.39 (s, 1H), 6.55 - 6.33 (m, 1H), 1.79 - 1.69 (m, 6H), 1.64 - 1.55 (m, 5H), 1.36 (s, 9H), 0.89 - 0.77 (m, 1H).

Synthesis of 3-[4-[4-[(4-amino-l-bicyclo[2.2.2]octanyl)inethyI]piperazin- l-yI]phenyI]piperidine-2,6- dione (Intermediate RS)

Step 1 - Tert-butyl N-[4-[[4-[4-(2,6-dioxo-3-piperidyl)phenyl]piperazin-l-yl]met hyl]-l-bicyclo[2.2.2] octanyl]carbamate

[1799] To a mixture of 3-(4-piperazin-l-ylphenyl)piperidine-2, 6-dione (248 mg, 640 pmol, TFA, Intermediate RQ) in THF (5 mL) was added TEA ( 194 mg, 1.92 mmol) until pl 1=8. The mixture was stirred at 25 °C for 10 min, then HOAc (76.8 mg, 1.28 mmol) was added until the pH=6 at 25°C. Subsequently, tert-butyl N-(4-formyl-l-bicyclo[2.2.2]octanyl)carbamate (162 mg, 640 pmol, Intermediate RR) was added and the mixture was stirred at 25 °C for 20 min. Next, NaBH(OAch (271 mg, 1.28 mmol) was added one portion and the resulting reaction mixture was stirred at 25 °C for 1 hr. On completion, the reaction mixture was quenched by water (0.5 mL) and diluted with EA (20 mL), then filtered and the filter cake was collected. The residue was purified by prep-HPLC (The residue was purified by prep-HPLC (column: Phenomenex luna C18 150 * 25 mm * 10 um; mobile phase: [water (FA) - ACN]: gradient:8%-38% B over 10 min) to give the title compound (100 mg, 30% yield) as white solid. ^† HNMR (400 MHz, DMSO-c/e) δ 10.78 (s, 1H), 8.98 - 8.69 (m, 1H), 7.21 - 6.77 (m, 3H), 6.53 - 6.20 (m, 1H), 3.79 - 3.45 (m, 4H), 3.23 - 2.96 (m, 5H), 2.69 - 2.54 (m, 3H), 2.21 - 1.94 (m, 3H), 1.83 - 1.45 (m, 12H), 1.36 (s, 9H).

Step 2 - 3-[4-[4-[(4-Amino- 1 -bicyclo[2.2.2]octanyl)methyl]piperazin- 1 -yl]phenyl]piperidine-2, 6-dione [1800] To a solution of tert-butyl N-[4-[[4-[4-(2,6-dioxo-3-piperidyl)phenyl]piperazin-l-yl]met hyl]-l- bicyclo[2.2.2]octanyl]carbamate (70 mg, 137 pmol) in dioxane (1 mL) was added HCl/dioxane (0.5 mL), then the mixture was stirred at 25 °C for 1 hr. On completion, the reaction was concentrated under reduced pressure to give the title compound (60 mg, 97% yield, HC1) as a yellow solid. LC-MS (ESI ⁺ ) m/z 411.1 (M+H) ⁺ .

Synthesis of Tert-butyl N-[4-[[4-[4-(2,6-dibenzyloxy-3-pyridyl)-2-fluoro-phenyl]pipe razin-l-

Cs ₂ CO ₃ , d ₁₀ xane

RT

Step 1 - Tert-butyl N-(4-cyano-l-methyl-cyclohexyl)carbamate

[1801] To a solution of tert-butyl N-(l-methyl-4-oxo-cyclohexyl)carbamate (4 g, 17.6 mmol, CAS# 412293-43-7) and l-(isocyanomethylsulfonyl)-4-methyl-benzene (3.78 g, 19.3 mmol) in DME (100 mL) was added the solution of t-BuOK (3.95 g, 35.2 mmol) in t-BuOH (6.52 g, 87.9 mmol, 8.42 mL) and DME (10 mL) at 0 °C. The reaction was stirred at 25 °C for 2 hrs. On completion the reaction was diluted with MTBE (40mL). The organic layer was washed with water (40 mL), dried over Na ₂ SO ₄ and concentrated in vacuo. The residue was purified by column chromatography (SiOz, Petroleum ether/Ethyl acetate=10/l to toil 2/1) to give the title compound (7 g, 83% yield) as yellow solid. ¹ H NMR (400 MHz, CDCl ₃ ) δ 4.22 (s, 1H), 2.75 - 2.35 (m, 1H), 2.06 (d, J= 14.0 Hz, 1H), 1.94 (s, 1H), 1.88 - 1.54 (m, 6H), 1.37 (d, J = 6.0 Hz, 9H), 1.26 (d, J= 8.4 Hz, 3H).

Step 2 - Tert-butyl N-(4-formyl-l-methyl-cyclohexyl)carbamate

[1802] To a solution of tert-butyl N-(4-cyano-l-methyl-cyclohexyl)carbamate (6 g, 25.1 mmol) in DCM (70 mL) was added DIBAL-H (1 M, 50.3 mL) at -78 °C. The reaction was stirred at -78 °C for 2 hrs. On completion, the reaction was quenched with HC1 (2N, 10 mL). The mixture was extracted with DCM (200 mLX 2). The organic layer was washed with water (100 ml), dried over Na ₂ SO ₄ and concentrated in vacuo to give the title compound (6 g, 98% yield) as yellow oil. ¹ H NMR (400 MHz, CDCl ₃ ) δ 9.63 - 9.53 (m, 1H), 2.28 - 2.13 (m, 1H), 1.85 - 1.70 (m, 4H), 1.68 - 1.45 (m, 4H), 1.36 (d, J = 4.0 Hz, 9H), 1.27 - 1.20 (m, 3H).

Step 3 - Benzyl 4- [[4-(tert-butoxycarbonylamino)-4-methyl-cyclohexyl]methyl]pi perazine-l -carboxylate

[1803] A solution of tert-butyl N-(4-formyl-l-methyl-cyclohexyl)carbamate (6 g, 24.8 mmol), benzyl piperazine- 1 -carboxylate (4.38 g, 19.8 mmol, 3.84 mL, CAS# 31166-44-6) and HOAc (1.49 g, 24.8 mmol, 1.42 mL) in THF (100 mL) was stirred at 25 °C for 0.5 hr. Then, NaBH(OAc)3 (6.32 g, 29.8 mmol) was added and the mixture was stirred at 25 °C for 1 hr. On completion, the reaction was quenched with water (2 mL) and concentrated in vacuo. The residue was purified by prep-HPLC (column: Welch Ultimate XB- SiOH 250*50*10um; mobile phase: [Hexane-EtOH]; gradient: 2%-19% B over 25 min) to give the title compound (11 g, 99% yield) as yellow oil. ¹ H NMR (400 MHz, CDCl ₃ ) δ 7.32 - 7.22 (m, 5H), 5.06 (s, 2H), 3.45 (s, 4H), 2.33 (s, 4H), 2.18 - 2.10 (m, 2H), 2.00 (s, 3H), 1.73 (d, J= 12.4 Hz, 1H), 1.66 - 1.52 (m, 3H), 1.36 (s, 9H), 1.25 - 1.21 (m, 3H), 1.07 - 0.96 (m, 2H).

Step 4 - Tert-butyl N-[l-methyl-4-(piperazin-l-ylmethyl)cyclohexyl]carbamate

[1804] To a solution of benzyl 4-[[4-(tert-butoxycarbonylamino)-4-methyl-cyclohexyl]methyl] piperazine- 1 -carboxylate (3.5 g, 7.85 mmol,) in MeOH (40 mL) was added Pd/C (3.50 g, 3.29 mmol, 10 wt%) under N2. The suspension was degassed under vacuum and purged with H2 several times. The mixture was stirred under H2 (15 psi) at 25 °C for 4 hrs. On completion, the reaction was filtered and the filtrate was concentrated in vacuo to give the title compound (2.4 g, 98% yield) as white solid, ¹ H NMR (400 MHz, CDCl ₃ ) δ 4.52 - 4.24 (m, 1H), 2.95 (t, J = 4.8 Hz, 3H), 2.44 (s, 4H), 2.21 - 2.15 (m, 2H), 2.01 (d, J = 10.8 Hz, 2H), 1.82 (dd, J= 4.0, 11.6 Hz, 1H), 1.73 - 1.59 (m, 3H), 1.57 - 1.49 (m, 1H), 1.46 - 1.43 (m, 9H), 1.36 - 1.30 (m, 3H), 1.22 (dt, J= 3.2, 13.6 Hz, 1H), 1.16 - 1.01 (m, 2H).

Step 5 - Tert-butyl N-[4-[[4-[4-(2,6-dibenzyloxy-3-pyridyl)-2-fluoro-phenyl]pipe razin-l-yl]methyl]-l- methyl-cyclohexyl] carbamate [1805] A mixture of 2,6-dibenzyloxy-3-(4-bromo-3-fluoro-phenyl)pyridine (2 g, 4.31 mmol, synthesized via Step 1 of Intermediate PM), tert-butyl N-[l-methyl-4-(piperazin-l- ylmethyl)cyclohexyl]carbamate (1.61 g, 5.17 mmol), CS2CO3 (4.21 g, 12.9 mmol), and 1 ,3-bis[2,6-bis(l - propylbutyl)phenyl]-4,5-dichloro-2H-imidazol-l-ium-2-ide 3 -chloropyridine dichloropalladium (419 mg, 430 pmol) in dioxane (50 mL) was stirred at 110 °C for 16 hrs under N2. On completion, the reaction was diluted with EA (200 mL). The organic layer was washed with water (150 mL), dried over Na ₂ SO ₄ and concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , DCM/Ethyl acetate- 1 /0 to 5/1) to give the title compound (1.7 g, 56% yield) as brown solid. ¹ H NMR (400 MHz, DMSO-c/g) § 7.76 (d, 8.0 Hz, 1H), 7.45 - 7.31 (m, 12H), 7.02 (t, J= 9.2 Hz, 1H), 6.54 (d, 8.0 Hz, 1H), 6.42 - 6.09 (m,

1H), 5.39 (cl, ./ - 19.6 Hz, 4H), 3.02 (s, 4H), 2.48 - 2.47 (m, 2H), 2.15 (dd, J= 6.8, 14.8 Hz, 3H), 1.74 - 1.45 (m, 6H), 1.38 (d, J = 2.4 Hz, 9H), 1.22 - 1.18 (m, 3H), 1.15 - 0.97 (m, 4H).

Synthesis of Tert-butyl N-[4-[[4-[4-(2,6-dibenzyloxy-3-pyridyl)-2-fluoro-phenyl]pipe razin-l- yl]methyl]-l-methyl-cyclohexyl]carbamate (Intermediate RU) and tert-butyl N-[4-[[4-[4-(2,6- dibenzyloxy-3-pyridyl)-2-fluoro-phenyl]piperazin-l-yl]methyl ]-l-methyl-cyclohexyl]carbamate (Intermediate RV)

RU RV

[1806] Tert-butyl N-[4-[[4-[4-(2,6-dibenzyloxy-3-pyridyl)-2-fluoro-phenyl]pipe razin-l-yl]methyl]-l- methyl-cyclohexyl] carbamate (Intermediate RT) was separated into diastereomers by SFC (column: DAICEL CHIRALPAK AD(250mm*30mm,10um);mobile phase: [CO ₂ -ACN/MeOH(0.1% NH3H ₂ O)]; B%:45%, isocratic elution mode). The first fraction tert-butyl N-[4-[[4-[4-(2,6-dibenzyloxy-3-pyridyl)-2- fluoro-phenyl]piperazin-l-yl]methyl]-l-methyl-cyclohexyl]car bamate (750 mg, 44% yield, peak 1) was isolated as a pink solid ( ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 7.75 (d, J= 8.0 Hz, 1H), 7.50 - 7.25 (m, 12H), 7.06 - 6.97 (m, 1H), 6.53 (d, J= 8.0 Hz, 1H), 6.24 - 6.07 (m, 1H), 5.39 (d, J= 19.6 Hz, 4H), 3.10 - 2.94 (m, 4H), 2.48 - 2.44 (m, 4H), 2.12 (d, J = 6.8 Hz, 4H), 1.54 - 1.43 (m, 3H), 1.37 (s, 9H), 1.17 (s, 3H), 1.14 - 1.00 (m, 4H). The second fraction tert-butyl N-[4-[[4-[4-(2,6-dibenzyloxy-3-pyridyl)-2-fluoro- phenyl]piperazin-l-yl]methyl]-l-methyl-cyclohexyl]carbamate (600 mg, 35% yield, peak 2) was isolated as yellow solid ( ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 7.75 (d, J = 8.0 Hz, 1H), 7.46 - 7.26 (m, 12H), 7.02 (t, J = 8.8 Hz, 1H), 6.53 (d, J = 8.0 Hz, 1H), 6.34 (s, 1H), 5.39 (d, J = 19.6 Hz, 4H), 3.02 (s, 4H), 2.47 - 2.40 (m, 4H), 2.16 (d, J = 7.2 Hz, 2H), 1.73 - 1.48 (m, 7H), 1.37 (s, 9H), 1.20 (s, 3H), 1.08 - 0.97 (m, 2H)). The absolute stereochemistry of the diastereomers was unknown.

Synthesis of 3-[4-[4-[(4-Amino-4-methyl-cyclohexyl)methyl]piperazin-l-yl] -3-fluoro- phenyl]piperidine-2, 6-dione (Intermediate RW)

RW

Step 1 - Tert-butyl N-[4-[[4-[4-(2,6-dioxo-3-piperidyl)-2-fluoro-phenyl]piperazi n-l-yl] methyl] -1-methyl- cyclohexyl]carbamate

[1807] To a solution of tert-butyl N-[4-[[4-[4-(2,6-dibenzyloxy-3-pyridyl)-2-fluoro-phenyl]pipe razin-l- yl]methyl] -1 -methyl- cyclohexyl] carbamate (300 mg, 431 pmol, Intermediate RV) in THF (5 mL) was added Pd/C (300 mg, 281 pmol, 10 wt%) under N2. The suspension was degassed under vacuum and purged with H2 several times. The mixture was stirred under H2 (15 psi) at 25 °C for 16 hrs. On completion, the reaction was filtered and the filtrate was concentrated in vacuo to give the title compound (200 mg, 89% yield) as yellow solid. ¹ H NMR (400 MHz, DMSO-t/ ₆ ) δ 10.81 (s, 1H), 7.05 - 6.90 (m, 3H), 3.79 (dd, J = 4.8, 11.6 Hz, 1H), 3.29 (s, 1H), 2.99 (s, 4H), 2.71 - 2.58 (m, 2H), 2.47 - 2.44 (m, 3H), 2.25 - 2.14 (m, 3H), 2,04 - 1.98 (m, 1H), 1.75 - 1.42 (m, 8H), 1.37 (s, 9H), 1.20 (s, 3H), 1.10 - 0.95 (m, 2H).

Step 2 - 3-[4-[4-[(4-Amino-4-methyl-cyclohexyl)methyl]piperazin-l-yl] -3-fluoro-phenyl]piperidine-2,6- dione [1808] A mixture of tert-butyl N-[4-[[4-[4-(2,6-dioxo-3-piperidyl)-2-fluoro-phenyl]piperazi n-l-yl] methyl]- 1-methyl-cyclohexyl] carbamate (100 mg, 193 pmol) in HCl/dioxane (4 M, 3 mL) and DCM (0.5 mL) was stirred at 40 °C for 0.5 hr. On completion, the reaction was concentrated in vacuo to give the title compound (87 mg, 99% yield, HC1) as white solid. LC-MS (ESI ⁺ ) m/z 417.1 (M+H) ⁺ .

Synthesis of 3- [4- [4- [ [(3 R,4R)-4-amino-3-fluoro-l-piperidyl] methyl] -l-piperidyl]-3-fluoro- phenyl|piperidine-2, 6-dione (Intermediate RY)

RY

Step 1 - Tert-butyl N-[(3R,4R)-l-[[l-[4-(2,6-dioxo-3-piperidyl)-2-fluoro-phenyl] -4-piperidyl]methyl]-3- fluoro-4-piperidyl] carbamate

[1809] To a solution of tert-butyl N-[(3R,4R)-3-fluoro-4-piperidyl]carbamate (137 mg, 628 pmol, CAS# 1268520-95-1) and l-[4-(2,6-dioxo-3-piperidyl)-2-fluoro-phenyl] piperidine-4-carbaldehyde (200 mg, 628 pmol, Intermediate PM) in THF (2 mL) was added HOAc (36.0 pL, 628 pmol), and the mixture was stirred at 25° C for 0.5 hr. Then, NaBH(OAc)3 (266 mg, 1.26 mmol) was added and the mixture was stirred at 25 °C for 1 hr. On completion, the mixture was quenched with water (0.5 mL) and fdtered to give the filtrate. The filtrate was purified by prep-HPLC (column: Phenomenex luna C18 150*25mm* 10um;mobile phase: [water(FA)-ACN];gradient:6%-36% B over 10 min) to give the title compound (200 mg, 61% yield) as a white solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 10.80 (s, 1H), 7.04 - 6.90 (m, 4H), 4.42 - 4.19 (m, 1H), 3.81 - 3.77 (m, 1H), 3.14 - 3.06 (m, 1H), 2.79 - 2.57 (m, 6H), 2.48 - 2.44 (m, 1H), 2.37 - 2.05 (m, 4H), 2.03 - 1.88 (m, 3H), 1.76 - 1.73 (m, 3H), 1.65 - 1.56 (m, 1H), 1.45- 1.41(m, 1H), 1.38 (s, 9H), 1.30 - 1.17 (m, 2H) LC-MS (ESL) m/z 521.0 (M+H) ⁺ .

Step 2 - 3-[4-[4-[[(3R,4R)-4-amino-3-fhioro-l-piperidyl]methyl]-l-pip eridyl]-3-fluoro-phenyl]piperidine- 2,6-dione [1810] To a solution of tert-butyl N-[(3R,4R)-l-[[l-[4-(2,6-dioxo-3-piperidyl)-2-fluoro-phenyl] -4- piperidyl] methyl]-3-fluoro-4-piperidyl]carbamate (115 mg, 221 pmol) in DCM (2 mL) was added HCl/dioxane (2 mL), then the mixture was stirred at 40 °C for 1 hr. On completion, the mixture concentrated in vacuo to give the title compound (96.0 mg, 95 % yield, HCl) as a white solid. LC-MS (ESI ⁺ ) m/z 421.1 (M+H) ⁺ .

Synthesis of 3-[4-[4-[(4-Amino-2-oxabicyclo[2.2.2]octan-l-yl)methyl]piper azin-l-yl]-3-fhioro- phenyl] piperidine-2, 6-dione (Intermediate RZ)

Step 1 - Tert-butyl N-[l-[[4-[4-(2,6-dioxo-3-piperidyl)-2-fluoro-phenyl]piperazi n-l-yl]methyl]-2- oxabicyclo[2.2.2]octan-4-yl]carbamate

[1811] To a solution of 3-(3-fluoro-4-piperazin-l-yl-phenyl)piperidine-2, 6-dione (200 mg, 493 pmol, TFA, Intermediate OP) in THF (2 mL) was added TEA (206 pL, 1.48 mmol) and HOAc (56.5 pL, 987 pmol) to adjust pf 1 6-7. Then tert-butyl N-(l-formyl-2-oxabicyclo[2.2.2]octan-4-yl)carbamate (126 mg, 493 pmol, CAS# 1417551-42-8) was added and the mixture was stirred at 25 °C for 0.5 to; Next, NaBH(OAc)3 (157 mg, 740 pmol) was added and the mixture was stirred at 25 °C for 1.5 hrs. On completion, the mixture was quenched with water (1 mL) and concentrated in vacuo to give the residue. The residue was purified by prep-HPLC (column: Phenomenex luna C18 150*25mm* lOum; mobile phase: [water (FA)-ACN]; gradient: 10%-40% B over 10 min) to give the title compound (130 mg, 49% yield) as purple solid. ^† H NMR (400 MHz, DMSO-tZ ₆ ) δ 10.82 (s, 1H), 7.10 - 6.91 (m, 3H), 6.71 - 6.46 (m, 1H), 3.88 - 3.70 (m, 3H), 3.30 - 2.87 (m, 6H), 2.74 - 2.52 (m, 4H), 2.47 (s, 1H), 2.30 - 2.10 (m, 2H), 2.06 - 1.85 (m, 5H), 1.81 - 1.78 (m, 2H), 1.63 (s, 2H), 1.36 (s, 9H). LC-MS (ESI ) m/z 531.2 (M+H) ⁺ .

Step 2 - 3-[4-[4-[(4-Amino-2-oxabicyclo[2.2.2]octan-l-yl)methyl]piper azin-l-yl]-3-fluoro-phenyl] piperidine-2, 6-dione [1812] A solution of tert-butyl N-[l-[[4-[4-(2,6-dioxo-3-piperidyl)-2-fluoro-phenyl]piperazi n-l- yl]methyl] -2-oxabicyclo[2.2.2]octan-4-yl]carbamate (100 mg, 188 pmol) in DCM (1 mL) and dioxane (2 mL) was stirred at 40 °C for 1.5 hr. On completion, the mixture was concentrated in vacuo to give the title compound (85.0 mg, 96% yield, HC1) as yellow solid. LC-MS (ESI ⁺ ) m/z 431.1 (M+H) ⁺ .

Synthesis of 3-[4-[4-[(4-Aminocyclohexyl)methyl]piperazin-l-yl]-2-fhioro- 5-methyl- phenyl] piperidine- 2,6-dione (Intermediate SA)

SA

Step 1 - l-Bromo-5-fluoro-4-iodo-2-methyl-benzene

[1813] To a solution of 2-bromo-4-fluoro-l-methyl-benzene (3.8 g, 20. 1 mmol, CAS# 1422-53-3) in TFA (25 mL) was added NIS (4.98 g, 22.1 mmol). The mixture was then stirred at 20 °C for 19 hrs. On completion, the reaction mixture was concentrated in vacuo. The crude product was triturated with solution (PE (15 mL), EA (10 mL)) and fdtered. The filtrate was diluted with EA (40 mL), washed with saturated Na2S20a solution (30 mL X 2) and water (30 mL X 5), dried over Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (6.33 g, 100% yield) as yellow oil. ¹ H NMR (400 MHz, DMSO-c4) § 7.86 (d, J= 6.8 Hz, 1H), 7.58 (d, J= 7.6 Hz, 1H), 2.29 (s, 3H).

Step 2 - 2,6-Dibenzyloxy-3-(4-bromo-2-fluoro-5-methyl-phenyl)pyridine

[1814] A mixture of l-bromo-5-fluoro-4-iodo-2-methyl-benzene (1 g, 3.18 mmol), 2,6-dibenzyloxy- 3- (4,4,5,5-tetramethyl-l,3,2-dioxaborolan-2-yl)pyridine (1.06 g, 2.54 mmol, CAS# 2152673-80-6), K ₂ CO ₃ (1.32 g, 9.53 mmol) and Pd(dppf)C12.CH ₂ C12 (259 mg, 317 pmol) in dioxane (18 mL) and H ₂ O (3.6 mL) was stirred at 80 °C for 2 hrs under N2. On completion, the reaction mixture was diluted with EA (50 mL) and filtered. The organic layer was concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , EAin PE, 5%) to give the title compound (735 mg, 48% yield) as colorless oil. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 7.66 (d, J= 8.0 Hz, 1H), 7.58 (d, J= 9.6 Hz, 1H), 7.45 - 7.31 (m, 10H), 7.30 - 28 (m, 1H), 6.56 (d, J = 8.0 Hz, 1H), 5.37 (d, J = 3.6 Hz, 4H), 2.32 (s, 3H). LC-MS (ESI ⁺ ) m/z 479.8 (M+H) ⁺ .

Step 3 - Tert-butyl 4-[4-(2,6-dibenzyloxy-3-pyridyl)-5-fluoro-2-methyl-phenyl]pi perazine-l- carboxylate

[1815] A mixture of 2,6-dibenzyloxy-3-(4-bromo-2-fluoro-5-methyl-phenyl)pyridine (660 mg, 1.38 mmol), tert-butyl piperazine- 1 -carboxylate (385 mg, 2.07 mmol, CAS# 57260-71-6), CS2CO3 (1.35 g, 4.14 mmol) and Pd-PEPPSI-IHeptCl (134 mg, 137 pmol) in dioxane (10 mL) was stirred at 100 °C under N2 for 16 hrs. On completion, the reaction was diluted with EA (80 mL) and washed with water (50 mL X 3). The organic layer was dried over Na ₂ SO ₄ , filtered and concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , PE: EA=20: 1 to 20: 1.5) to give the title compound (538 mg, 66% yield) as brown solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 7.60 (d, J= 8.0 Hz, 1H), 7.48 - 7.23 (m, 10H), 7.18 (d, 8.8 Hz, 1H), 6.88 (d, J= 12.0 Hz, 1H), 6.52 (A, J = 8.0 Hz, 1H), 5.35 (d, J = 4.0 Hz, 4H), 3.55 - 3.40 (m, 4H), 2.88 - 2.75 (m, 4H), 2.22 (s, 3H), 1.42 (s, 9H); LC-MS (ESI+) m/z 584.1 (M+H) ⁺ .

Step 4 - Tert-butyl 4- [4-(2,6-dioxo-3-piperidyl)-5-fluoro-2-methyl-phenyl]piperazi ne-l -carboxylate

[1816] To a solution of tert-butyl 4-[4-(2,6-dibenzyloxy-3-pyridyl)-5-fluoro-2-methyl-phenyl]pi perazine- Lcarboxylate (538 mg, 921 pmol) in THF (20 mL) was added Pd/C (300 mg, 10 wt%) under Ar. The suspension was degassed under vacuum and purged with H2 several times. The mixture was stirred under H2 (15 psi) at 25 °C for 4 hrs. On completion, the reaction was diluted with THF (200 mL) and filtered. The filtrate was concentrated in vacuo to give the title compound (361 mg, 96% yield) as brown solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 10.83 (s, 1H), 7.07 (d, J = 8.8 Hz, 1H), 6.83 (d, J = 12.4 Hz, 1H), 3.92 (dd, J = 5.2, 12.4 Hz, 1H), 3.52 - 3.39 (m, 4H), 2.82 - 2.75 (m, 4H), 2.75 - 2.65 (m, 1H), 2.55 - 2.52 (m, 1H), 2.20 (s, 3H), 2.18 - 2.10 (m, 1H), 1.99 - 1.92 (m, 1H), 1.42 (s, 9H); LC-MS (ESI ⁺ ) m/z 406.0 (M+H) ⁺ .

Step 5 - 3-(2-Fluoro-5-methyl-4-piperazin-l-yl-phenyl)piperidine-2, 6-dione [1817] A mixture of tert-butyl 4-[4-(2,6-dioxo-3-piperidyl)-5-fhioro-2-methyl-phenyl]pipera zine-l- carboxylate (200 mg, 493 pmol) in DCM (2.1 mL) and TFA (1.07 g, 9.42 mmol, 0.7 mL) was stirred at 25 °C for 0.5 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (206 mg, 99% yield, TFA) as brown oil. LC-MS (ESI ⁺ ) m/z 306.0 (M+H) ⁺ .

Step 6 - Tert-butyl N-[4-[[4-[4-(2,6-dioxo-3-piperidyl)-5-fluoro-2-methyl-phenyl ]piperazin-l-yl] methyl] cyclohexyl] carbamate

[1818] To a solution of 3-(2-fluoro-5-methyl-4-piperazin-l-yl-phenyl)piperidine-2, 6-dione (206 mg, 491 pmol, TFA) in THF (3 mL) and DMF (1 mL) was added TEA (99.4 mg, 982 pmol), HOAc (88.5 mg, 1.47 mmol) and tert-butyl N-(4-formylcyclohexyl)carbamate (111 mg, 491 pmol, CAS# 181308-57-6) at -10 °C. After stirring 0.25 hr, NaBH(OAc)3 (156 mg, 736 pmol) was added and the mixture was stirred at -10 °C for another 0.25 hr. On completion, the reaction mixture was quenched with water (0.2 mL) and filtered. The fdter cake was washed with ACN ( 10 mL) and water (5 mL) and concentrated in vacuo to give the title compound (115 mg, 45% yield) as brown solid. ¹ H NMR (400 MHz, DMSO-r4) δ 10.83 (s, 1H), 7.05 (d, J - 8.8 Hz, 1H), 6.80 (d, J= 12.4 Hz, 1H), 6.70 (cl, ./ - 8.0 Hz, 1H), 3.91 (dd, J= 4.8, 12.4 Hz, 1H), 3.22 - 3.08 (m, 1H), 2.82 (s, 4H), 2.77 - 2.68 (m, 1H), 2.49 - 2.39 (m, 4H), 2.17 (s, 4H), 2.13 (d, J= 7.2 Hz, 2H), 2.00 - 1.91 (m, 1H), 1.77 (d, J = 11.2 Hz, 4H), 1.37 (s, 9H), 1.19 - 1.04 (m, 3H), 0.95 - 0.78 (m, 3H); LC- MS (ESI ⁺ ) m/z 517.3 (M+H) ⁺ .

Step 7 - 3-[4-[4-[(4-aminocyclohexyl)methyl]piperazin- 1 -yl]-2-fluoro-5-methyl-phenyl]piperidine-2,6- dione

[1819] Amixture of tert-butyl N-[4-[[4-[4-(2,6-dioxo-3-piperidyl)-5-fluoro-2-methyl-phenyl ]piperazin-l- yl] methyl] cyclohexyl] carbamate (55 mg, 106 pmol) in DCM (0.9 mL) and TFA (460 mg, 4.04 mmol, 0.3 mL) was stirred at 25 °C for 0.5 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (56.4 mg, 99% yield, TFA) as brown oil. LC-MS (ESI ⁺ ) m/z 417.2 (M+H) ⁺ .

Synthesis of 3-(3-Chloro-4-piperazin-l-yl-phenyl)piperidine-2, 6-dione (Intermediate SB)

Step 1 - Tert-butyl 4-[2-chloro-4-(2,6-dioxo-3-piperidyl)phenyl]piperazine-l-car boxylate

[1820] To the solution of tert-butyl 4-[4-(2,6-dioxo-3-piperidyl)phenyl]piperazine-l-carboxylate (800 mg, 2.14 mmol, synthesized via Steps 1-2 of Intermediate RQ) in ACN (16 mL) was added NCS (257 mg, 1.93 mmol), and the mixture was stirred at 90 °C for 1 hr; On completion, the mixture was quenched with water (0.5 mL), diluted with water (30 mL), and extracted with EA (3 X 20 mL). The combined organic layer was dried over anhydrous Na ₂ SO ₄ , concentrated in vacuo to give the residue. The residue was purified by silica gel column chromatography (Si Oz, PE: EA= 1 :0 to 1 :0) to give the title compound (650 mg, 74% yield) as a purple oil. ^† HNMR (400 MHz, DMSO-r/ ₆ ) δ 10.83 (s, 1H), 7.31 (d, J= 1.6 Hz, 1H), 7.18 - 7.07 (m, 2H), 3.83 (dd, J= 4.8, 12.0 Hz, 1H), 3.48 - 3.45 (m, 4H), 2.94 - 2.86 (m, 4H), 2.70 - 2.61 (m, 1H), 2.52 - 2.51 (m, 1H), 2.23 - 2.18 (m, 1H), 2.04 - 1.99 (m, 1H), 1.42 (s, 9H). LC-MS (ESI ⁺ ) m/z 408.0 (M+H) ⁺ .

Step 3 - 3-(3-Chloro-4-piperazin-l-yl-phenyl)piperidine-2, 6-dione

[1821] To a solution of tert-butyl 4-[2-chloro-4-(2,6-dioxo-3-piperidyl)phenyl]piperazine-l -carboxylate (570 mg, 1 .40 mmol) in DCM (5 mL) was added TFA (2.8 mL), then the mixture was stirred at 25 °C for 0.5 hr. On completion, the mixture was concentrated in vacuo to give the title compound (580 mg, 98% yield, TFA) as a light yellow oil. LC-MS (ESI ⁺ ) m/z 307.9 (M+H) ⁺ .

Synthesis of 3-[4-[4-[(4-Aminocyclohexyl)methyl]piperazin-l-yl]-3-chloro- phenyl]piperidine-2,6- dione (Intermediate SC)

Step 1 - Tert-butyl N-[4-[[4-[2-chloro-4-(2,6-dioxo-3-piperidyl)phenyl]piperazin -l-yl]methyl] cyclohexyl]carbamate

[1822] To a solution of 3-(3-chloro-4-piperazin-l-yl-phenyl)piperidine-2, 6-dione (580 mg, 1.38 mmol, TFA, Intermediate SB) inTHF (5 mL) was added TEA(191 pL, 1.38 mmol) until pl l ^_ 9- I O. Then tert-butyl N-(4-formylcyclohexyl)carbamate (375 mg, 1.65 mmol, CAS# 181308-57-6) and HOAc (78 pL, 1.38 mmol,) was added until the pH=4-5, and the mixture was stirred at 0 °C for 0.5 hr. Next, NaBH(OAc)3 (437 mg, 2.06 mmol) was added and the mixture was stirred at 0 °C for 1 hr. On completion, the mixture was quenched with water (0.5 mL), diluted with water (10 mL), and extracted with EA (3 X 10 mL). Then the combined organic layers were dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (712 mg, 99% yield) as a light yellow oil. ’HNMR (400 MHz, DMSO-d ₆ ) δ 11.95 (s, 1H), 10.82 (s, 1H), 7.34 (d, J= 1.6 Hz, 1H), 7.24 - 7.15 (m, 2H), 3.86 (dd, J= 4.8, 12.0 Hz, 1H), 3.18 (d, J= 6.4 Hz, 2H), 3.14 - 3.06 (m, 3H), 2.99 - 2.98 (m, 1H), 2.71 - 2.59 (m, 1H), 2.56 (s, 2H), 2.52 - 2.50 (m, 1H), 2.28 - 2.17 (m, 1H), 2.01 - 2.00 (m, 1H), 1.98 (s, 3H), 1.82 - 1.68 (m, 6H), 1.38 - 1.36 (m, 9H), 1.10 - 0.99 (m, 2H), 0.94 - 0.83 (m, 1H). LC-MS (ESI ⁺ ) m/z 519.2 (M+H) ⁺ .

Step 2 - 3-[4-[4-[(4-Aminocyclohexyl)methyl]piperazin- 1 -yl]-3-chloro-phenyl]piperidine-2, 6-dione

[1823] To a solution of tert-butyl N-[4-[[4-[2-chloro-4-(2,6-dioxo-3-piperidyl)phenyl]piperazin -l- yl]methyl] cyclohexyl] carbamate (100 mg, 192 pmol) in DCM (2 mL) was added HCl/dioxane (4 M, 1 mL), then the mixture was stirred at 25 °C for 1 hr. On completion, the mixture was concentrated in vacuo to give the title compound (80.0 mg, 91% yield, HC1) as an off-white solid. LC-MS (ESI ⁺ ) m/z 419.1 (M+H) ⁺ .

Synthesis of 2,6-Dibenzyloxy-3-(4-bromophenyl)pyridine (Intermediate SD)

[1824] To a solution of l-bromo-4-iodo-benzene (3 g, 10.60 mmol, CAS# 589-87-7) and 2,6-dibenzyloxy- 3-(4,4,5,5-tetramethyl-l,3,2-dioxaborolan-2-yl)pyridine (4.65 g, 11.1 mmol, CAS# 2152673-80-6) in dioxane (25 mL) and H ₂ O (5 mL) was added K ₂ CO ₃ (4.40 g, 31.8 mmol) and Pd^ppQCh’CThCh (865 mg, 1.06 mmol). Then the mixture was stirred at 80 °C for 2 hrs under N2. On completion, the reaction mixture diluted with EA (200 mL), then filtered and collected the filtrate liquor. The filtrate liquor was washed with water (100 mL X 2), dried over Na ₂ SO ₄ , fdtered and concentrated in vacuo. The residue was purified by column chromatography (Silica gel, EA in PE, 3%,v/v) to give the title compound (2.4 g, 51% yield) as a white solid. ¹ H NMR (400 MHz, DMSO-A) δ 7.74 (d, J= 8.0 Hz, 1H), 7.60 - 7.54 (m, 2H), 7.53 - 7.48 (m, 2H), 7.46 - 7.41 (m, 2H), 7.40 - 7.25 (m, 8H), 6.56 (d, J= 8.0 Hz, 1H), 5.39 (d, J= 12.4 Hz, 4H)

Synthesis of Tert-butyl N-[l-[(4-fluoro-4-piperidyl)methyl]-4-methyl-4-piperidyl]car bamate

(Intermediate SE)

Step 1 - (4-Fluoro-4-piperidyl)methanol

[1825] A solution of tert-butyl 4-fluoro-4-(hydroxymethyl)piperidine-l -carboxylate (1 g, 4.29 mmol, CAS# 614730-97-1) in HCl/dioxane (10 mL) was stirred at 25 °C for 1 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (700 mg, 96% yield) as a white solid, ¹ H NMR (400 MHz, DMSO-t/ ₆ ) δ 5.57 - 4.35 (m, 1H), 3.51 - 3.38 (m, 2H), 3.20 (d, J= 12.4 Hz, 2H), 2.94 (d, ./ - 9.6 Hz, 2H), 2.02 - 1.79 (m, 4H).

Step 2 - Benzyl 4-fluoro-4-(hydroxymethyl)piperidine-l -carboxylate

[1826] To a solution of (4-fluoro-4-piperidyl)methanol (500 mg, 3.75 mmol) in DCM (6 mL) was added TEA (1.14 g, 11.2 mmol) and benzyl carbonochloridate (1.28 g, 7.51 mmol) at 0 °C, then the reaction was stirred at 25 °C for 3 hrs. On completion, the reaction was diluted with water (30 mL) and extracted with DCM (2 X 40 mL). The combined organic layers were dried over NajSO^ filtered and concentrated in vacuo to give a residue. The residue was purified by column chromatography (SiO ₂ , PE:EA=50:l to PE:EA=5: 1, PE:EA=3:1, Pl :Rf=0.3) to give the title compound (700 mg, 69% yield) as a white oil. ¹ H NMR (400 MHz, DMSO-tZ ₆ ) δ 7.42 - 7.28 (m, 5H), 5.08 (s, 2H), 4.99 (s, 1H), 3.91-3.80 (m, 2H), 3.48 - 3.35 (m, 2H), 3.07 (s, 2H), 1.79 - 1.68 (m, 2H), 1.67 - 1.48 (m, 2H).

Step 3 - Benzyl 4-fluoro-4-formyl-piperidine-l -carboxylate

[1827] To a solution of benzyl 4-fluoro-4-(hydroxymethyl)piperidine-l -carboxylate (640 mg, 2.39 mmol) in DCM (10 mL) was added DMP (1.12 g, 2.63 mmol), then the reaction was stirred at 25 °C for 1 hr. On completion, the reaction mixture was quenched by NazSzCL (5 mL) and NaHCO? (5 mL). Then the mixture was extracted with DCM (30 mL X 2). The combined organic layers were washed with water (30 mL X 2), dried over NazSO^ filtered and concentrated in vacuo to give the title compound (600 mg, 94% yield) as a yellow oil. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 9.65 (d, J= 6.4 Hz, 1H), 7.42 - 7.33 (m, 5H), 5.10 - 5.04 (m, 2H), 4.02 - 3.90 (m, 2H), 3,16 - 2.93 (m, 2H), 1.88 - 1.71 (m, 3H), 1.64 - 1.50 (m, 1H).

Step 4 - Benzyl 4-[[4-(tert-butoxycarbonylamino)-4-methyl-l-piperidyl]methyl ]-4-fluoro-piperidine-l - carboxylate

[1828] To a mixture of tert-butyl N-(4-methyl-4-piperidyl)carbamate (484 mg, 2.26 mmol, CAS# 163271 - 08-7) in DMF (4 mL) was added HOAc (271 mg, 4.52 mmol) until the pl 1=6 and the mixture was stirred at 25 °C for 10 min. Subsequently, benzyl 4-fluoro-4-formyl -piperidine- 1 -carboxylate (600 mg, 2.26 mmol) in a THF (5 mL) was added. The mixture was stirred at 25 °C for 20 min. Next, NaBH(OAc)3 (623 mg, 2.94 mmol) was added in one portion. The resulting reaction mixture was stirred at 25 °C for 30 min. On completion, the reaction mixture was quenched with water (1 mL) and concentrated in vacuo. The residue was purified by column chromatography (SiO?, PE:EA=5:1 to PE:EA=2: 1, PE:EA=1:1, PERM).6), then the residue was purified by prep-HPLC (column: Welch Ultimate XB-SiOH 250 * 50 * 10 um; mobile phase: [Hexane - EtOH]; B%:5%, isocratic elution mode) to give the title compound (400 mg, 38% yield) as a yellow solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 7.39 - 7.32 (m, 5H), 6.29 (s, 1H), 5.07 (s, 2H), 3.92 - 3.70 (m, 3H), 3.47 - 3.36 (m, 1H), 3.08 (s, 3H), 2.48 - 2.41 (m, 3H), 2.40 - 2.26 (m, 2H), 1.87 - 1.68 (m, 3H), 1.67 - 1.48 (m, 3H), 1.44 - 1.32 (m, 9H), 1.21 - 1.15 (m, 3H).

Step 5 - Tert-butyl N-[l-[(4-fluoro-4-piperidyl)methyl]-4-methyl-4-piperidyl]car bamate

[1829] To a solution of benzyl 4-[[4-(tert-butoxycarbonylamino)-4-methyl-l-piperidyl]methyl ]-4-fluoro - piperidine- 1 - carboxylate (400 mg, 862 pmol) in THF (10 mL) was added Pd/C (459 mg, 431 pmol, 10 wt%) under H2, then the reaction was stirred at 25 °C for 2 hrs under H2. On completion, the reaction mixture was filtered and concentrated in vacuo to give the title compound (284 mg, 99% yield) as a brown solid. ¹ H NMR (400 MHz, DMS(M) δ 6.27 (s, 1H), 2.74 - 2.60 (m, 4H), 2.47 - 2.41 (m, 2H), 2.39 - 2.26 (m, 3H), 2.18 (s, 1H), 2.03 - 1.87 (m, 2H), 1.69 - 1.47 (m, 4H), 1.46 (s, 1H), 1.39 - 1.34 (m, 13H).

Synthesis of 3-[4-[4-[(4-Amino-4-methyl-l-piperidyl)methyl]-4-fluoro-l- piperidyl] phenyl] piperidine-2, 6-dione (Intermediate SF)

Step 1 - Tert-butyl N-[l-[[l-[4-(2,6-dibenzyloxy-3-pyridyl)phenyl]-4-fluoro-4-pi peridyl]methyl] -4- methyl-4-piperidyl]carbamate

[1830] To a solution of tert-butyl N-[l-[(4-fluoro-4-piperidyl)methyl]-4-methyl-4-piperidyl]car bamate (150 mg, 455 pmol, Intermediate SE) and 2,6-dibenzyloxy-3-(4-bromophenyl)pyridine (203 mg, 455 pmol, Intermediate SD) in toluene (1.5 mL) was added CS2CO3 (296 mg, 910 pmol) and l,3-bis[2,6-bis(l- propylbutyl)phenyl]-4,5-dichloro-2H-imidazoll-ium-2-ide;3-ch loropyridine;dichloropalladium (44.2 mg, 45.5 pmol) . Then the reaction was stirred at 100 °C for 16 hrs under N2. On completion, the reaction mixture was concentrated in vacuo. The residue was diluted with water (30 mL) and extracted with EA (2 X 30 mL). The combined organic layer was dried over Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. The residue was purified by column chromatography (SiC)?, PE:EA=3: 1 to PE:EA=1:1, PE:EA=1:1, Pl :Rf=0.2) to give the title compound (182 mg, 57% yield) as a yellow solid. ¹ H NMR (400 MHz, DMSO-^e) δ 7.68 (d, J= 8.0 Hz, 1H), 7.48 - 7.24 (m, 12H), 6.97 (d, J= 8.8 Hz, 2H), 6.51 (d, J= 8.0 Hz, 1H), 6.34 - 6.21 (m, 1H), 5.37 (d, J= 17.6 Hz, 4H), 3.56 - 3.45 (m, 2H), 3.00 (t, J= 10.8 Hz, 2H), 2.48 - 2.28 (m, 5H), 2.04 - 1.92 (m, 2H), 1.91 - 1.82 (m, 2H), 1.81 - 1.64 (m, 2H), 1.46 - 1.34 (m, 12H), 1.18 (s, 3H).

Step 2 - Tert-butyl N-[l-[[l-[4-(2,6-dioxo-3-piperidyl)phenyl]-4-fluoro-4-piperi dyl]methyl]-4-methyl-4- piperidyl]carbamate

[1831] To a solution of tert-butyl N-[l-[[l-[4-(2,6-dibenzyloxy-3-pyridyl)phenyl]-4-fluoro-4- piperidyl]methyl] -4-methyl-4-piperidyl]carbamate (180 mg, 259 nmol) in THF (5 mL) was added Pd/C (275 mg, 259 pmol, 10 wt%), then the reaction was stirred at 25°C for 16 hrs under H2. On completion, the reaction mixture was filtered and concentrated in vacuo to give the title compound (130 mg, 97% yield) as a yellow solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 10.83 (s, 1H), 7.11 (d, J= 8.8 Hz, 2H), 6.98 (d, J= 8.8 Hz, 2H), 6.93 (s, 1H), 3.78 (dd, J = 4.8, 10.8 Hz, 1H), 3.51 - 3.45 (m, 2H), 3.11 - 2.95 (m, 2H), 2.69 (s, 2H), 2.54 - 2.48 (m, 2H), 2.46 - 2.35 (m, 2H), 2.25 (s, 2H), 2.22 - 1.99 (m, 4H), 1.98 - 1.90 (m, 2H), 1.88 - 1.70 (m, 2H), 1.49 (s, 2H), 1.42 (s, 9H), 1.30 - 1.22 (m, 3H).

Step 3 - 3-[4-[4-[(4-Amino-4-methyl-l-piperidyl)methyl]-4-fluoro-l-pi peridyl]phenyl]piperidine-2,6- dione

[1832] A solution of tert-butyl N-[l-[[l-[4-(2,6-dioxo-3-piperidyl)phenyl]-4-fluoro-4-piperi dyl]methyl] - 4- methyl -4- piperidyl]carbamate (110 mg, 212 pmol) in HCl/dioxane (3 mL) was stirred at 25 °C for 1 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (96 mg, 99% yield) as a white solid. LC-MS (ESI ⁺ ) m/z 417.1(M+H) ⁺ .

Synthesis of 3-[3-Fluoro-4-[(3S)-3-methylpiperazin-l-yl]phenyl]piperidine -2, 6-dione (Intermediate SG)

Step 1 - Tert-butyl (2S)-4-[4-(2,6-dibenzyloxy-3-pyridyl)-2-fluoro-phenyl]-2-met hyl-piperazine-l- carboxylate

[1833] To a solution of 2,6-dibenzyloxy-3-(4-bromo-3-fluoro-phenyl)pyridine (700 mg, 1.51 mmol, synthesized via Step 1 of Intermediate PM), tert-butyl (2S)-2-methylpiperazine-l -carboxylate (452 mg, 2.26 mmol, CAS# 169447-70-5) in dioxane (10 mL) was added l,3-bis[2,6-bis(l-propylbutyl)phenyl]-4,5- dichloro-2H-imidazol-l-ium-2-ide 3 -chloropyridine; dichloropalladium (146 mg, 150 pmol), CS2CO3 (1.47 g, 4.52 mmol), and 4A molecular sieves (200 mg) and the mixture was purged with N2 for 3 times. Then the mixture was stirred at 110 °C for 12 hrs under N2 atmosphere. On completion, the residue was diluted with water (30 mL), then extracted with EA (3 X 30 mL). The combined organic layers were dried over

Na ₂ SO ₄ , filtered and concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , PE:EA=50:l to PE:EA=15:1, PE:EA=5: 1, Pl :Rf=0.6) to give the title compound (420 mg, 47% yield) as red solid. ¹ H NMR (400 MHz, DMSO-A) 8 7.75 (d, J= 8.0 Hz, 1H), 7 Al - 121 (m, 12H), 7.02 (t, J= 8.8 Hz, 1H), 6.54 (d, J= 8.0 Hz, 1H), 5.39 (d, J= 16.4 Hz, 4H), 4.20 (s, 1H), 3.81 (d, J= 13.2 Hz, 1H), 3.30 - 3.25 (m, 1H), 3.24 - 3.10 (m, 2H), 2.78 - 2.75 (m, 1H), 2.71 - 2.63 (m, 1H), 1.42 (s, 9H), 1.25 (d, J= 6.4 Hz, 3H); LC-MS (ESI ⁺ ) m/z 584.3 (M+H) ⁺ .

Step 2 - Tert-butyl (2S)-4-[4-(2,6-dioxo-3-piperidyl)-2-fluoro-phenyl]-2-methyl- piperazine-l-carboxylate [1834] To a solution of tert-butyl (2S)-4-[4-(2,6-dibenzyloxy-3-pyridyl)-2-fluoro-phenyl]-2-met hyl- piperazine-1 -carboxylate (970 mg, 1.66 mmol) in THF (10 mL) was added Pd/C (500 mg, 469 pmol, 10 wt%) under Ar. The suspension was degassed under vacuum and purged with H2 several times. The mixture was stirred under H2 (15 psi) at 25 °C for 12 hrs. On completion, the reaction mixture was filtered and concentrated in vacuo to give the title compound (660 mg, 97% yield) as gray solid. ¹ H NMR (400 MHz, DMSO-A,) 8 10.81 (s, 1H), 7.04 (d, J= 14.0 Hz, 1H), 6.96 (d, J= 4.8 Hz, 2H), 4.20 (s, 1H), 3.82 - 3.78(m, 2H), 3.24 (d, J= 11.2 Hz, 1H), 3.21 - 3.09 (m, 2H), 2.75 (d, J= 10.0 Hz, 1H), 2.70 - 2.59 (m, 2H), 2.53 - 2.51 (m, 1H), 2.24 - 2.14(m, 1H), 2.02 - 1.96(m, 1H), 1.42 (s, 9H), 1.25 (d, J= 6.8 1 Iz, 3H); LC-MS (ESL) m/z 406.0 (M+H) ⁺ .

Step 3 - 3-[3-Fluoro-4-[(3S)-3-methylpiperazin-l-yl]phenyl]piperidine -2, 6-dione

[1835] To a solution of tert-butyl (2S)-4-[4-(2,6-dioxo-3-piperidyl)-2-fluoro-phenyl]-2-methyl- piperazine-1 -carboxylate (300 mg, 739 pmol) in DCM (3 mL) was added TFA (1.54 g, 13.4 mmol, 1 mL), and the mixture was stirred at 25 °C for 0.5 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (310 mg, 99% yield, TFA) as yellow oil. LC-MS (ESI ⁺ ) m/z 306.0 (M+H) ⁺ .

Synthesis of 3-[4-[(3S)-4-[(4-aminocyclohexyl)niethyl]-3-methyl-piperazin -l-yl]-3-fluoro-phenyl] piperidine-2, 6-dione (Intermediate SH)

Step 1 - Tert-butyl N-[4-[[(2S)-4-[4-(2,6-dioxo-3-piperidyl)-2-fluoro-phenyl]-2- methyl-piperazin-l- yl]methyl]cyclohexyl]carbamate

[1836] To a solution of 3-[3-fluoro-4-[(3S)-3-methylpiperazin-l-yl]phenyl]piperidine -2, 6-dione (310 mg, 739 pmol, TFA, Intermediate SG) in DMF (3 mL) was added TEA (74.8 mg, 739 pmol, 102 pL) until the pH = 8- 10. Then tert-butyl N-(4-formylcyclohexyl)carbamate ( 184 mg, 813 pmol, CAS# 181308-57-6) and HOAc (44.3 mg, 739 pmol, 42.3 pL) was added to the mixture and the mixture was stirred at - 10 °C for 0.5 hr. Next, NaBH(OAc)3 (313 mg, 1.48 mmol) was added and the mixture was stirred at -10 °C for 1 hr. On completion, the reaction mixture was quenched with water (0.5 mL) and concentrated in vacuo. The residue was purified by prep-HPLC (column: Phenomenex luna C18 150*25mm* lOum; mobile phase: [water (FA)-ACN]; gradient: 11%-41% B over 10 min) to give the title compound (300 mg, 78% yield) as white solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 10.83 (s, 1H), 7.14 - 6.99 (m, 3H), 6.78 (d, J= 7.2 Hz, 1H), 3.84 - 3.80 (m, 1H), 3.68 (d, J = 8.8 Hz, 1H), 3.47 (d, J = 9.6 Hz, 2H), 3.25 - 3.08 (m, 4H), 2.94 (d, J = 8.4 Hz, 2H), 2.71 - 2.61 (m, 1H), 2.24 - 2.16 (m, 1H), 2.01 - 1.96 (m, 1H), 1.93 - 1.58 (m, 6H), 1.37 (s, 12H), 1.24 - 1.10 (m, 3H), 1.04 (s, 2H); LC-MS (ESI ⁺ ) m/z 517.3 (M+H) ⁺ .

Step 2 - 3-[4-[(3S)-4-[(4-aminocyclohexyl)methyl]-3-methyl-piperazin- l-yl]-3-fluoro-phenyl] piperidine - 2, 6-dione

[1837] To a solution of tert-butyl N-[4-[[(2S)-4-[4-(2,6-dioxo-3-piperidyl)-2-fluoro-phenyl]-2- methyl- piperazin-l-yl]methyl]cyclohexyl]carbamate (100 mg, 193 pmol) in DCM (1 mL) was added TFA (575 mg, 5.05 mmol, 375 pL), then the mixture was stirred at 25 °C for 0.5 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (102 mg, 99% yield, TFA) as red oil. LC-MS (ESI ⁺ ) m/z 417.2 (M+H) ⁺ .

Synthesis of 3-(3-Methyl-4-piperazin-l-yl-phenyl)piperidine-2, 6-dione (Intermediate SI)

Step 1 - 2,6-Dibenzyloxy-3-(4-bromo-3-methyl-phenyl)pyridine

[1838] To a solution of l-bromo-4-iodo-2-methyl-benzene (1.71 g, 5.75 mmol, CAS# 202865-85-8), 2,6- dibenzyloxy -3-(4, 4, 5, 5-tetramethyl-l,3,2-dioxaborolan-2-yl)pyridine (2.00 g, 4.79 mmol, CAS# 2152673-80-6) in dioxane (12 mL) and H ₂ O (1 mL) was added Pd(dppf)C12 (351 mg, 479 pmol) and K ₂ CO ₃ (1.32 g, 9.59 mmol). The mixture was then stirred at 80 °C for 12 hrs. On completion, the reaction mixture was concentrated in vacuo. The crude product was purified by reversed-phase HPLC (0. 1 % TFA condition) to give the title compound (2.00 g, 82% yield) as a white gum. ^† ll NMR (400 MHz, DMSO-dg) δ 7.74 (s, 1H), 7.64 (s, 1H), 7.60 - 7.52 (m, 2H), 7.44 (s, 3H), 7.42 - 7.29 (m, 9H), 6.56 (d, J= 8.0 Hz, 1H), 5.41 (s, 2H), 2.35 (s, 3H).

Step 2 - Tert-butyl-4-[4-(2,6-dibenzyloxy-3-pyridyl)-2-methyl-phenyl] piperazine-l -carboxylate

[1839] To a solution of 2,6-dibenzyloxy-3-(4-bromo-3-methyl-phenyl)pyridine (2 g, 4.34 mmol) and tert- butyl piperazine- 1 -carboxylate (1.21 g, 6.52 mmol, CAS# 143238-38-4) in dioxane (20 mL) was added SPhos (178 mg, 434 pmol), Pd2(dba)3 (398 mg, 434 pmol) and t-BuONa (1.25 g, 13.0 mmol). The mixture was degassed and purged with N2 for 3 times. The mixture was then stirred at 100 °C for 2 hrs under N2 atmosphere. On completion, the reaction mixture was concentrated in vacuo. The residue was purified by flash silica gel chromatography (ISCO®; 12 g SepaFlash® Silica Flash Column, Eluent of 0-10% Ethylacetate/Petroleum ether gradient @ 30 mL/min) and purified by reversed-phase HPLC again (0.1% FA condition) to give the title compound (1.50 g, 55% yield) as a brown gum. ¹ H NMR (400 MHz, DMSO- d ₆ ) 5 7.69 (s, 1H), 7.49 - 7.29 (m, 12H), 7.08 - 6.98 (m, 1H), 6.53 (d, J= 8.0 Hz, 1H), 5.38 (d, J= 11.6 Hz, 4H), 3.47 ( s, 4H), 2.80 ( s, 4H), 2.27 (s, 2H), 1.99 (s, 1H), 1.43 (s, 9H).

Step 3 - Tert-butyl-4-[4-(2,6-dioxo-3-piperidyl)-2-methyl-phenyl]pipe razine-l-carboxylate

[1840] To a solution of tert-butyl 4-[4-(2,6-dibenzyloxy-3-pyridyl)-2-methyl-phenyl]piperazine- l- carboxylate (1.50 g, 2.65 mmol) in THF (20 mL) was added Pd/C (398 mg, 374 pmol, 10 wt%) under N2 atmosphere. The suspension was degassed and purged with H2 three times. The mixture was stirred under H2 (15 psi) at 25 °C for 12 hrs. On completion, the reaction mixture was filtered and the filtrated was concentrated in vacuo to give a residue. The residue was purified by flash silica gel chromatography (ISCO®; 12 g SepaFlash® Silica Flash Column, Eluent of 0-60% Ethyl acetate/Petroleum ethergradient @ 30 mL/min) to give the title compound (1.00 g, 88% yield) as a white solid. ¹ H NMR (400 MHz, DMSO- <#>) δ 10.80 (s, 1H), 7.02 (s, 1H), 6.98 (s, 2H), 3.75 (dd, J = 4.8, 11.2 Hz, 1H), 3.46 (s, 4H), 2.77 (s, 4H), 2.70 - 2.59 (m, 1H), 2.45 (s, 1H), 2.25 (s, 3H), 2.20 - 2.09 (m, 1H), 2.00 (s, 1H), 1.43 (s, 9H).

Step 4 - 3-(3-Methyl-4-piperazin-l-yl-phenyl)piperidine-2, 6-dione

[1841] To a solution of tert-butyl 4-[4-(2,6-dioxo-3-piperidyl)-2-methyl-phenyl]piperazine-l -carboxylate (200 mg, 516 pmol) in DCM (4 mL) was added TFA (3.07 g, 2 mL). The mixture was then stirred at 25 °C for 0.5 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (145 mg, 70% yield, TFA salt) as a yellow oil. LC-MS (ESI ⁺ ) m/z 288.1 (M+H).

Synthesis of 3-[4-[4-[(4-Aminocyclohexyl)methyl]piperazin-l-yl]-3-methyl- phenyl]piperidine-2,6- dione (Intermediate SJ)

SJ

Step 1 - Tert-butyl-N-[4-[[4-[4-(2,6-dioxo-3-piperidyl)-2-methyl-phen yl]piperazin-l- yl]methyl]cyclohexyl]carbamate

[1842] To a solution of 3-(3-methyl-4-piperazin-l-yl-phenyl)piperidine-2, 6-dione (145 mg, 505 nmol, Intermediate SI) , tert-butyl N-(4-formylcyclohexyl)carbamate (138 mg, 606 pmol, CAS# 181308-57-6) in THF (2 mL) and DMF (1 mL) was added KOAc (149 mg, 1.51 mmol) and NaBH(OAc)a (214 mg, 1.01 mmol). The mixture was then stirred at -10 °C for 1 hr. On completion, the reaction mixture was concentrated in vacuo. The crude product was purified by reversed-phase HPLC (0.1% FA condition) to give the title compound (200 mg, 72% yield) as a white solid. 1H NMR (400 MHz, DMSO-i/(>) δ 10.80 (s, 1H), 7.13 - 6.90 (m, 3H), 6.74 (d, J= 7.6 Hz, 1H), 3.75 (dd, J= 4.8, 11.2 Hz, 1H), 3.34 (s, 3H), 3.22 - 3.12 (m, 1H), 2.93 (s, 4H), 2.86 - 2.72 (m, 2H), 2.72 - 2.58 (m, 2H), 2.46 (d, 4.4 Hz, 2H), 2.33 (s, 1H), 2.22

- 2.07 (m, 2H), 2.02 (d, J= 4.8 Hz, 1H), 1.79 (d, J= 11.2 Hz, 4H), 1.53 (s, 1H), 1.38 (s, 9H), 1.15 (d, J = 12.0 Hz, 2H), 0.94 (d, J= 11.2 Hz, 2H).

Step 2 - 3-[4-[4-[(4-Aminocyclohexyl)methyl]piperazin- 1 -yl]-3-methyl-phenyl]piperidine -2, 6-dione [1843] To a solution of tert-butyl N-[4-[[4-[4-(2, 6-dioxo-3-piperidyl) -2-methyl-phenyl] piperazin -1-yl] methyl]cyclohexyl]carbamate (150 mg, 301 pmol) in DCM (1 mL) was added HCl/dioxane (1 mL). Then the mixture was stirred at 25 °C for 1 to; On completion, the reaction mixture was concentrated in vacuo to give the title compound (120 mg, 92% yield, HC1 salt) as a white solid. LC-MS (ESH) m/z 399.2 (M+H).

Synthesis of 3-(3-Fluoro-2-methyl-4-piperazin-l-yl-phenyl)piperidine-2, 6-dione (Intermediate SK)

Step 1 - 2,6-Dibenzyloxy-3-(4,4,5,5-tetramethyl-l,3,2-dioxaborolan-2- yl)pyridine

[1844] To a solution of 2,6-dibenzyloxy-3-bromo-pyridine (5 g, 13.5 mmol, CAS# 16727-47-2) and 4,4,5,5-tetramethyl-2-(4,4,5,5-tetramethyl-l,3,2-dioxaborola n-2-yl)-l,3,2-dioxaborolane (10.2 g, 40.5 mmol, CAS# 73183-34-3) in DMSO (50 mL) was added KO Ac (3.98 g, 40.5 mmol) and Pd(dppf)C12'CH ₂ C12 (1.10 g, 1.35 mmol). The reaction mixture was then stirred at 100 °C for 16 hrs under N2. On completion, the mixture was diluted with EA (200 mL) and washed with water (100 mL X 3). The organic layer was dried over Na ₂ SO ₄ , filtered and concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , PE:EA=l:0 to 10: 1) to give the title compound (4 g, 70% yield) as green oil. LC-MS (ESI ⁺ ) m/z 418.1 (M+H) ⁺ .

Step 2 - 2,6-Dibenzyloxy-3-(4-bromo-3-fluoro-2-methyl-phenyl)pyridine

[1845] To a solution of l-bromo-2-fluoro-4-iodo-3-methyl-benzene (1.9 g, 6.03 mmol, CAS# 1000576- 29-3) and 2,6-dibenzyloxy-3-(4,4,5,5-tetramethyl-l,3,2-dioxaborolan-2- yl)pyridine (2.01 g, 4.83 mmol) in dioxane (20 mL) and H ₂ O (4 mL) was added Pd(dppf)C12-CH ₂ C12 (492 mg, 603 pmol) and K ₂ CO ₃ (2.50 g, 18.1 mmol). The reaction mixture was then stirred at 80 °C for 2 hrs under N2. On completion, the mixture was diluted with EA (80 mL) and washed with water (40 mLX 2). The organic layer was dried over Na ₂ SO ₄ , filtered and concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , PE:EA=1 :0 to 20: 1) to give the title compound (1.85 g, 64% yield) as yellow oil. ¹ H NMR (400 MEIz, DMSO-dg) δ 7.60 - 7.50 (m, 2H), 1A1 - 7.28 (m, 10H), 6.98 (d, J= 8.0 Hz, 1H), 6.55 (d, J= 8.0 Hz, 1H), 5.37 (d, J = 6.0 Hz, 4H), 2.00 (d, J= 2.8 Hz, 3H).

Step 3 - Tert-butyl 4-[4-(2,6-dibenzyloxy-3-pyridyl)-2-fluoro-3-methyl-phenyl]pi perazine-l- carboxylate

[1846] To a solution of 2,6-dibenzyloxy-3-(4-bromo-3-fluoro-2-methyl-phenyl)pyridine (1.73 g, 3.62 mmol) and tert-butyl piperazine- 1 -carboxylate (1.01 g, 5.42 mmol, CAS# 57260-71-6) in dioxane (20 mL) was added t-BuONa (1.04 g, 10.8 mmol), Pd2(dba)a (331 mg, 361 pmol) and XPhos (172 mg, 361 pmol). The reaction was then stirred at 110 °C for 3 hrs under N2. On completion, the mixture was diluted with EA (80 mL) and washed with water (40 mL X 2). The organic layer was dried over Na ₂ SO ₄ , filtered and concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , PE:EA=1 :0 to 10: 1) to give the title compound (1 g, 47% yield) as yellow oil. ¹ H NMR (400 MHz, DMSO-dg) δ 7.47 - 7.29 (m, 11H), 6.90 (s, 2H), 6.52 (d,J= 8.0 Hz, 1H), 5.35 (s, 4H), 3.47 (s, 4H), 3.01 - 2.91 (m, 4H), 1.94 (d, J= 2.8 Hz, 3H), 1.42 (s, 9H).

Step 4 - Tert-butyl 4- [4-(2,6-dioxo-3-piperidyl)-2-fluoro-3-methyl-phenyl]piperazi ne-l -carboxylate

[1847] To a solution of tert-butyl 4-[4-(2,6-dibenzyloxy-3-pyridyl)-2-fluoro-3-methyl-phenyl]pi perazine - 1 -carboxylate (900 mg, 1.54 mmol) in THF (20 mL) was added Pd/C (500 mg, 469 pmol, 10 wt%) under N2. The suspension was degassed under vacuum and purged with H2 several times. The mixture was then stirred under H2 (15 psi) at 25 °C for 24 hrs. On completion, the mixture was filtered and the filtrate was concentrated in vacuo to give the title compound (400 mg, 63% yield) as purple solid. LC-MS (ESI ⁺ ) m/z 406.1 (M+H) ⁺ .

Step 5 - 3-(3-Fluoro-2-methyl-4-piperazin-l-yl-phenyl)piperidine-2, 6-dione

[1848] To a solution of tert-butyl4-[4-(2,6-dioxo-3-piperidyl)-2-fluoro-3-methyl-phe nyl] piperazine- 1 - carboxylate (180 mg, 443 pmol) in DCM (3 mL) was added TFA (1.54 g, 13.4 mmol, 1 mL). The reaction mixture was then stirred at 25 °C for 0.5 hr. On completion, the mixture was concentrated in vacuo to give the title compound (186 mg, 99% yield, TFA) as brown oil. LC-MS (ESI ⁺ ) m/z 306.0 (M+H) ⁺ .

Synthesis of 3-[4-[4-[(4-Aminocyclohexyl)methyl]piperazin-l-yl]-3-fhioro- 2-niethyl- phenyl] piperidine- 2,6-dione (Intermediate SL)

Step 1 - Tert-butyl N-[4-[[4-[4-(2,6-dioxo-3-piperidyl)-2-fluoro-3-methyl-phenyl ]piperazin-l- yl]methyl]cyclohexyl]carbamate

[1849] To a solution of 3-(3-fluoro-2-methyl-4-piperazin-l-yl-phenyl)piperidine-2, 6-dione (186 mg, 443pmol, TFA, Intermediate SK) in THF (3 mL) was added TEA (44.8 mg, 443 pmol, 61.7 pL) until the pH=8 and the mixture was stirred for 5 mins. Then, HOAc (53.2 mg, 887 Limo I, 50.7 pL) was added until the mixture pl 1 6. Next, tert-butyl N-(4-formylcyclohexyl)carbamate (100 mg, 443 pmol, CAS# 181308- 57-6) was added and the mixture was stirred at -10 °C for 0.5 hr. Finally, NaBH(OAc)3 (141 mg, 665 pmol) was added and the mixture was stirred at -10 °C for 0.5 hr. On completion, the mixture was quenched with H ₂ O (0.2 mL) and concentrated in vacuo. The residue was purified by prep-HPLC (column: Phenomenex luna C18 150 * 25 mm * 10 um; mobile phase: [water (FA) - ACN]; gradient: 17% - 37% B over 10 min) to give the title compound (180 mg, 78% yield) as yellow solid. ^† H NMR (400 MHz, DMSO-r/s) δ 10.83 (s, 1H), 7.02 - 6.62 (m, 3H), 4.02 (dd, J= 3.6, 10.8 Hz, 1H), 3.58 (dd, J= 3.2, 5.6 Hz, 1H), 3.49 - 3.41 (m, 1H), 3.26 - 2.83 (m, 7H), 2.77 - 2.69 (m, 1H), 2.41 (d, J= 7.6 Hz, 1H), 2.24 - 2.16 (m, 1H), 2.13 (s, 3H), 2.07 (s, 2H), 1.99 - 1.90 (m, 1H), 1.78 (d, J = 10.0 Hz, 5H), 1.37 (s, 9H), 1.24 - 0.88 (m, 4H).

Step 2 - 3-[4-[4-[(4-Aminocyclohexyl)methyl]piperazin-l-yl]-3-fluoro- 2-methyl-phenyl]piperidine- 2,6- dione

[1850] To a solution of tert-butyl N-[4-[[4-[4-(2,6-dioxo-3-piperidyl)-2-fluoro-3-methyl-phenyl ] piperazin-l-yl]methyl]cyclohexyl]carbamate (90 mg, 174 pmol) in DCM (1.5 mL) was added TFA (767 mg, 6.73 mmol, 0.5 mL). The reaction mixture was then stirred at 25 °C for 1.5 hrs. On completion, the mixture was concentrated in vacuo to give the title compound (92 mg, 99% yield, TFA) as colorless oil. LC-MS (ESL) m/z 417.1 (M+H) ⁺ .

Synthesis of 3-[5-[4-[(4-Aminocyclohexyl)methyl]piperazin-l-yl]-4-fluoro- 3-methyl-2-oxo- benzimidazol -l-yl]piperidine-2, 6-dione (Intermediate SM)

SM

Step 1 - Tert-butyl N-[4-[[4-[l-(2,6-dioxo-3-piperidyl)-4-fluoro-3-methyl-2-oxo- benzimidazol-5-yl] piperazin- 1 -yl]methyl] cyclohexyl] carbamate

[1851] To a solution of 3-(4-fluoro-3-methyl-2-oxo-5-piperazin-l-yl-benzimidazol-l-y l)piperidine-2,6- dione (130 mg, 359 pmol, Intermediate NV) in DMF (0.5 mL) and THF (0.5 mL) was added NaBH(OAc)3 (114 mg, 539 pmol), tert-butyl N-(4-formylcyclohexyl)carbamate (81.7 mg, 359 pmol, CAS# 181308-57- 6) and KOAc (353 mg, 3.60 mmol). The mixture was then stirred at 25 °C for 1 hr. On completion, the reaction mixture was diluted with water (100 mL) and extracted with ethyl acetate (100 mL X 3). The combined organic layers were washed by brine ( 100 mL X 3), dried over anhydrous sodium sulfate, filtered and concentrated under reduced pressure. The crude product was purified by reversed-phase HPLC (0.1% FA condition) to give title compound (100 mg, 47% yield) as a white solid. ¹ H NMR (400 MHz, DMSO- d ₆ ) 5 11.10 (s, 1H), 6.87 (d, J = 8.0 Hz, 1H), 6.80 - 6.64 (m, 2H), 5.40 - 5.27 (m, 1H), 3.47 (s, 3H), 3.40 - 3.39 (m, 1H), 3.21 - 3.12 (m, 2H), 3.10 - 2.94 (m, 4H), 2.94 - 2.82 (m, 2H), 2.71 - 2.58 (m, 4H), 2.04 - 1.96 (m, 1H), 1.84 - 1.71 (m, 4H), 1.66 - 1.40 (m, 2H), 1.37 (s, 10H), 1.20 - 1.08 (m, 2H), 1.01 - 0.82 (m, 2H).

Step 2 - 3-[5-[4-[(4-Aminocyclohexyl)methyl]piperazin-l-yl]-4-fluoro- 3-methyl-2-oxo-benzimidazol -1- yl]piperidine-2, 6-dione

[1852] To a solution of tert-butyl N-[4-[[4-[l-(2,6-dioxo-3-piperidyl)-4-fluoro-3-methyl-2-oxo- benzimidazol-5-yl]piperazin-l-yl]methyl]cyclohexyl]carbamate (50.0 mg, 87.3 pmol) in DCM (1 mL) was added HCl/dioxane (4 M, 0.5 mL). The mixture was then stirred at 25 °C for 1 hr. On completion, the reaction mixture was concentrated under reduced pressure to give title compound (40 mg, 96% yield) as yellow oil. LC-MS (ESI ⁺ ) m/z 473.2 (M+H) ⁺ .

Synthesis of 3-[4-[4-[(4-Amino-4-methyl-cyclohexyl)methyl]piperazin-l-yl] -3-fluoro- phenyl] piperidine-2, 6-dione (Intermediate SN)

Step 1 - Tert-butyl N-[4-[[4-[4-(2,6-dioxo-3-piperidyl)-2-fluoro-phenyl]piperazi n-l-yl]methyl]-l- methyl- cyclohexyl]carbamate

[1853] To a solution of tert-butyl N-[4-[[4-[4-(2,6-dibenzyloxy-3-pyridyl)-2-fluoro-phenyl]pipe razin-l- yl] methyl]- 1-methyl-cyclohexyl] carbamate (600 mg, 863 pmol, Intermediate RU) in THF (20 mL) was added Pd/C (600 mg, 563 pmol, 10 wt%) under Ar. The suspension was degassed under vacuum and purged with H2 several times. The mixture was then stirred under H2 (15 psi) at 25 °C for 16 hrs. On completion, the reaction mixture was filtered and the filtrated was concentrated in vacuo to give the title compound (440 mg, 98% yield) as gray solid. ¹ H NMR (400 MHz, DMSO-O 5 10.80 (s, 1H), 7.05 - 6.92 (m, 3H), 6.17 - 6.07 (m, 1H), 3.84 - 3.75 (m, <7= 4.8, 11.6 Hz, 1H), 3.29 (s, 1H), 2.98 (s, 4H), 2.68 - 2.60 (m, 1H), 2.46 (s, 4H), 2.24 - 2.16 (m, 1H), 2.12 (d, J = 6.8 Hz, 4H), 2.04 - 1.95 (m, 1H), 1.49 (d, J = 11.6 Hz, 2H), 1.43 (s, 1H), 1.37 (s, 9H), 1.17 (s, 3H), 1.12 - 0.98 (m, 4H); LC-MS (ESH) m/z 517.3 (M+H) ⁺ .

Step 2 - 3-[4-[4-[(4-amino-4-methyl-cyclohexyl)methyl]piperazin-l-yl] -3-fluoro-phenyl]piperidine -2,6- dione

[1854] To a solution of tert-butyl N-[4-[[4-[4-(2,6-dioxo-3-piperidyl)-2-fluoro-phenyl]piperazi n-l- yl]methyl] -l-methyl-cyclohexyl]carbamate (100 mg, 193 pmol) inDCM (0.5 mL) was added HCI/dioxanc (4 M, 2 mL). The reaction was then stirred at 40 °C for 0.5 hr. On completion, the reaction was concentrated in vacuo to give the title compound (87 mg, 99% yield, HC1) as white solid. LC-MS (ESI ⁺ ) m/z 417.0 (M+H) ⁺ .

Synthesis of Tert-butyl N-[4-fluoro-4-(piperazin-l-ylmethyl)cyclohexyl]carbamate (Intermediate SO)

[1855] To a solution of benzyl 4-[[4-(tert-butoxycarbonylamino)-l-fluoro-cyclohexyl]methyl] piperazine- 1-carboxylate (210 mg, 467 pmol, Intermediate TC) in THF (20 mL) was added Pd/C (210 mg, 197 pmol, 10 wt%) under N ₂ . The suspension was degassed under vacuum and purged with H ₂ (941 pg, 467 pmol) several times. The mixture was stirred under H ₂ (941 pg, 467 pmol) ( 15 psi) at 20 °C for 1 h. On completion, the reaction was filtered and the filtrate was concentrated in vacuo to give the title compound (140 mg, 95% yield) as yellow solid. ^† H NMR (400 MHz, CDCl ₃ ) δ 4.36 (s, 1H), 3.71 - 3.64 (m, 1H), 3.43 - 3.29 (m, 1H), 2.85 - 2.76 (m, 4H), 2.47 - 2.39 (m, 4H), 2.20 (s, 2H), 1.95 (dd, J= 8.4, 10.8 Hz, 2H), 1.79-1.75 (m, 4H), 1.37 (s, 9H), 1.36 (s, 2H).

Synthesis of 3-[4-[4-[(4-Ainino-l-fhioro-cyclohexyl)methyl]piperazin-l-yl ]-3-fhioro- phenyl] piperidine-2, 6-dione (Intermediate SP)

Step 1 - Tert-butyl N-[4-[[4-[4-(2,6-dibenzyloxy-3-pyridyl)-2-fluoro-phenyl]pipe razin-l-yl]methyl]-4- fluoro-cyclohexyl]carbamate [1856] To a solution tert-butyl N-[4-fhioro-4-(piperazin-l-ylmethyl)cyclohexyl] carbamate (120 mg, 380 pmol, Intermediate SO) in 2,6-dibenzyloxy-3-(4-bromo-3-fluoro-phenyl)pyridine (160 mg, 345 pmol, synthesized via Step 1 of Intermediate PM) in dioxane (1.5 mL) was added CS2CO3 (338 mg, 1.04 mmol) and l,3-bis[2,6-bis(l-propylbutyl)phenyl]-4,5-dichloro-2H-imidaz ol-l-ium-2-ide 3 -chloropyridine dichloropalladium (33.6 mg, 34.5 pmol). Then the mixture was stirred at 100 °C for 2 hrs under N2. On completion, the reaction was filtered and the filtrate was concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , PE: EA=20: 1 to 2:1 PE: EA=2:1, Rf=0.3) to give the title compound (160 mg, 66 % yield) as yellow solid. ¹ H NMR (400 MHz, DMSO-t/ ₆ ) δ 7.85 - 7.77 (m, 1H), 7.50 - 7.36 (m, 12H), 7.08 (t, J = 8.8 Hz, 1H), 6.85 (d, J = 8.0 Hz, 1H), 6.59 (d, J = 8.0 Hz, 1H), 5.47 (s, 2H), 5.42 (s, 2H), 3.34 - 3.24 (m, 1H), 3.08 (s, 4H), 2.68 (s, 4H), 2.05 - 1.94 (m, 2H), 1.68 (d, J = 1.6 Hz, 2H), 1.57 - 1.53 (m, 1H), 1.49 - 1.45 (m, 2H), 1.44 (s, 9H), 0.94 - 0.74 (m, 3H).

Step 2 - Tert-butyl N-[4-[[4-[4-(2,6-dioxo-3-piperidyl)-2-fluoro-phenyl]piperazi n-l-yl]methyl]-4-fluoro- cyclohexyl]carbamate

[1857] To a solution of tert-butyl N-[4-[[4-[4-(2,6-dibenzyloxy-3-pyridyl)-2-fluoro-phenyl]pipe razin-l- yl]methyl]-4-fluoro-cyclohexyl]carbamate (150 mg, 214 pmol) in THF (15 mL) was added Pd/C (1.50 g, 1.41 mmol, 10 wt%) under N2. The suspension was degassed under vacuum and purged with H2 (432 pg, 214pmol) several times. The mixture was then stirred under H2 (432 pg, 214 pmol) (15 psi) at 25 °C for 1 h. On completion, the reaction was filtered and the filtrate was concentrated in vacuo to give the title compound (110 mg, 98% yield) as yellow solid. LC-MS (ESI ⁺ ) m/z 521.2 (M+H) ⁺ .

Step 3 - 3-[4-[4-[(4-Amino-l-fluoro-cyclohexyl)methyl]piperazin-l-yl] -3-fluoro-phenyl]piperidine-2,6- dione

[1858] A solution of tert-butyl N-[4-[[4-[4-(2,6-dioxo-3-piperidyl)-2-fluoro-phenyl]piperazi n-l- yl]methyl] -4-fluoro-cyclohexyl]carbamate (110 mg, 211 pmol) in DCM (0.9 mL) and TFA (0.3 mL) was stirred at 25 °C for 0.2 hr. On completion, the reaction was concentrated in vacuo to give the title compound (110 mg, 97% yield, TFA) as yellow oil. LC-MS (ESI ⁺ ) m/z 421.2 (M+H) ⁺ .

Synthesis of l-[3-Chloro-4-[(2,6-dioxo-3-piperidyl)amino]phenyl]piperidin e-4-carbaldehyde (Intermediate SQ)

Step 1 - l-(3-Chloro-4-nitro-phenyl)-4-(dimethoxymethyl)piperidine

[1859] To a solution of 2-chloro-4-fluoro-l -nitro-benzene (4.10 g, 23.3 mmol, CAS# 2106-50-5) and 4- (dimethoxymethyl)piperidine (4.09 g, 25.6 mmol, CAS# 188646-83-5) in DMF (60 mL) was added K ₂ CO ₃ (6.46 g, 46.7 mmol), then the mixture was stirred at 80 °C for 2 hrs. On completion, the mixture was filtered, diluted with water (60 mL) and extracted with EA (50 mL X 3). The combined organic layer was dried over anhydrous Na ₂ SO4, filtered and concentrated in vacuo to give the residue. The residue was purified by column chromatography (SiO ₂ , PE: EA= 5: 1 to 3: 1) give the title compound (7.20 g, 97% yield) as yellow oil. ¹ H NMR (400 MHz, DMSO-c/ ₆ ) § 8.00 (d, J= 9.6 Hz, 1H), 7.06 (d, .7 - 2.8 Hz, 1H), 6.96 (dd, 7 = 2.4, 9.6 Hz, 1H), 4.04 - 4.01 (m, 1H), 3.26 (s, 6H), 3.00 - 2.90 (m, 3H), 1.93 - 1.84 (m, 1H), 1.74 - 1.63 (m, 2H), 1.31 - 1.19 (m, 2H). LC-MS (ES1 ⁺ ) m/z 314.9 (M+H) ⁺ .

Step 2 - 2-Chloro-4-[4-(dimethoxymethyl)-l -piperidyl] aniline

[1860] To a solution of l-(3-chloro-4-nitro-phenyl)-4-(dimethoxymethyl)piperidine (1.00 g, 3.18 mmol) in THF (20 mL) was added Pt/V/C (450 mg, 1.72 mmol) under N ₂ atmosphere. The suspension was degassed and purged with H2 3 times. The mixture was then stirred under H2 (15 Psi) at 25°C for 12 hrs. On completion, the mixture was filtered and concentrated in vacuo to give the title compound (750 mg, 82% yield) as black brown oil. ¹ H NMR (400 MHz, DMSO-c/e) δ 6.76 (s, 1H), 6.73 - 6.68 (m, 2H), 4.76 (s, 2H), 4.07 (d, J= 6.8 Hz, 1H), 3.38 (d, J = 11.6 Hz, 2H), 3.26 (s, 6H), 2.43 (t, J= 11.2 Hz, 2H), 1.69 - 1.66 (m, 2H), 1.64 - 1.56 (m, 1H), 1.34 - 1.26 (m, 2H). LC-MS (ES1 ⁺ ) m/z 284.8 (M+H) ⁺ .

Step 3 - 3-[2-Chloro-4-[4-(dimethoxymethyl)-l-piperidyl]anilino]piper idine -2, 6-dione

[1861] To a solution of 2-chloro-4-[4-(dimethoxymethyl)-l-piperidyl]aniline (700 mg, 2.46 mmol) and 3- bromopiperidine-2, 6-dione (707 mg, 3.69 mmol, CAS# 62595-74-8) in DMF (10 mL) was added NaHCCE (619 mg, 7.37 mmol), then the mixture was stirred at 70 °C for 12 hrs. On completion, the mixture was filtered, diluted with water (20 mL) and extracted with EA (20 mL). The combined organic layer was dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the residue. The residue was purified by column chromatography (SiO ₂ , PE: EA = 3:1 to 1:5) to give the title compound (500 mg, 51% yield) as black green oil. ¹ H NMR (400 MHz, DMSO-J ₆ ) § 10.89 (s, 1H), 7.95 (s, 1H), 6.90 (d, ./~ 2.8 Hz, 1H), 6.82

- 6.72 (m, 2H), 5.08 (d, J= 6.8 Hz, 1H), 4.37 - 4.28 (m, 1H), 4.08 (m, 1H), 3.45 (d, J= 10.4 Hz, 2H), 3.31 (d, J= 4.4 Hz, 1H), 3.28 - 3.24 (m, 6H), 2.85 - 2.77 (m, 1H), 2.60 - 2.51 (m, 2H), 2.18 - 2.08 (m, 1H), 2.03

- 1.88 (m, 1H), 1.73 - 1.59 (m, 3H), 1.38 - 1.25 (m, 2H). LC-MS (ESI ⁺ ) m/z 396.0 (M+H) ⁺ .

Step 4 - l-[3-Chloro-4-[(2,6-dioxo-3-piperidyl)amino]phenyl]piperidin e-4-carbaldehyde

[1862] A solution of 3-[2-chloro-4-[4-(dimethoxymethyl)-l-piperidyl]anilino]piper idine-2, 6-dione (500 mg, 1.26 mmol) in HCOOH (60.6 mg, 1.26 mmol) was stirred at 80 °C for 0.5 hr. On completion, the mixture was concentrated in vacuo to give the title compound (430 mg, 97% yield) as black green oil. LC- MS (ESI ⁺ ) m/z 367.9 (M+18+H) ⁴ .

Synthesis of 3-[4-[4-[[4-(3-Aminocyclobutyl)piperaziii-l-yl]methyl]-l-pip eridyl]-2-chloro-anilino] piperidine-2, 6-dione (Intermediate SR) Step 1 - Tert-butyl N-[3-[4-[[l-[3-chloro-4-[(2,6-dioxo-3-piperidyl)amino]phenyl ]-4-piperidyl] methyl]piperazin-l-yl]cyclobutyl]carbamate

[1863] To a solution of tert-butyl N-(3-piperazin-l-ylcyclobutyl)carbamate (80.3 mg, 314 nmol. Intermediate QV) in THF (0.5 mL) and DMF (0.5 mL) was added TEA (28.9 mg, 285 pmol) until the pH = 8, then l-[3-chloro-4-[(2,6-dioxo-3-piperidyl)amino]phenyl]piperidin e-4-carbaldehyde (100 mg, 285 pmol, Intermediate SQ) was added, and HO Ac (17.1mg, 285 pmol) was added until the pH = 6. Then the mixture was stirred at 0 °C for 10 mins. Next, NaBH(OAc)3 (90.8 mg, 428 pmol) was added and the mixture was stirred at 0 °C for 0.5 hr under N2 atmosphere. On completion, the mixture was quenched with water (1 mL) at 0 °C, filtered, and the filtrate was concentrated in vacuo to give the residue. The residue was purified by prep-HPLC (column: Welch Ultimate C18 150*25mm*5um; mobile phase: [water (FA)-ACN]; gradient: 0%-30% B over 10 min) to give the title compound (80.0 mg, 47% yield) as white solid. ¹ H NMR (400 MHz, DMSO-t/6) δ 10.89 (s, 1H), 8.18 (s, 1H), 7.17 (d, J= 6.8 Hz, 1H), 6.89 (d, ./~ 2.4 Hz, 1H), 6.82 - 6.77 (m, 1H), 6.76 - 6.72 (m, 1H), 5.07 (d, J= 6.4 Hz, 1H), 4.36 - 4.26 (m, 1H), 3.86 - 3.85 (m, 1H), 3.42 (d, J = 11.6 Hz, 2H), 2.85 - 2.72 (m, 2H), 2.57 - 2.56 (m, 1H), 2.52 (s, 2H), 2.47 (s, 2H), 2.44 - 2.24 (m, 6H), 2.18 - 2.16(m, 2H), 2.14 - 2.06 (m, 3H), 2,02 - 1.88 (m, 3H), 1.75 - 1.72 (m, 2H), 1.62 - 1.51 (m, 1H), 1.37 (s, 9H), 1.25 - 1.12 (m, 2H). LC-MS (ESI ⁺ ) m/z 589.3 (M+H) ⁺ .

Step 2 - 3-[4-[4-[[4-(3-Aminocyclobutyl)piperazin-l-yl]methyl]-l-pipe ridyl]-2-chloro-anilino] piperidine - 2, 6-dione

[1864] To a solution of tert-butyl N-[3-[4-[[l-[3-chloro-4-[(2,6-dioxo-3-piperidyl)amino]phenyl ]-4- piperidyl] methyl]piperazin-l-yl]cyclobutyl]carbamate (70.0 mg, 118 pmol) in DCM (1 mL) was added TFA (13.5 mg, 118 pmol, 8.83 pL), then the mixture was stirred at 25 °C for 0.5 hr. On completion, the mixture was concentrated in vacuo to give the title compound (60.0 mg, 83% yield, TFA) as black brown oil. LC-MS (ESL) m/z 489.2 (M+H) ⁺ .

Synthesis of 3-[4-[4-[(4-Aminocyclohexyl)methyl]piperazin-l-yl]-5-fhioro- 2-methoxy- anilino | piperidine-2, 6-dione (Intermediate SS)

Step 1 - l,2-Difluoro-4-methoxy-5-nitro-benzene

[1865] To a solution of 4,5-difluoro-2-nitro-phenol (3 g, 17. 13 mmol, CAS# 55346-97-9) in DMF (20 mL) was added K ₂ CO ₃ (7.10 g, 51.4 mmol) and Mel (3.65 g, 25.7 mmol, 1.60 mL). The reaction was stirred at 25 °C or 4 hrs. On completion, the reaction was diluted with EA (50 mL). The organic layer was washed with water (50 mL X 3), dried over Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (2.92 g, 90% yield) as yellow solid. ¹ H NMR (400 MHz, DMSO-c/e) δ 8.23 (dd, J= 8.4, 10.0 Hz, 1H), 7.63 (dd, J= 6.8, 12.4 Hz, 1H), 3.93 (s, 3H).

Step 2 - Tert-butyl N-[4-[[4-(2-fluoro-5-methoxy-4-nitro-phenyl)piperazin-l-yl]m ethyl]cyclohexyl] carbamate

[1866] To a solution of tert-butyl N-[4-(piperazin-l-ylmethyl)cyclohexyl]carbamate (1.56 g, 5.23 mmol, Intermediate SZ) and l,2-difluoro-4-methoxy-5-nitro-benzene (900 mg, 4.76 mmol) in DME (25 mL) was added K ₂ CO ₃ (1.97 g, 14.2 mmol). The reaction was then stirred at 25 °C for 16 hrs. On completion, the reaction was diluted with EA (80 mL). The organic layer was washed with water (50 mL X 3), dried over

Na ₂ SO ₄ and concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , DCM/EA=1/O to 1/1) to give the title compound ((1.71 g, 77% yield) as yellow oil. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 7.84 (d,J = 13.2 Hz, 1H), 6.71 (d, J= 7.6 Hz, 1H), 6.66 (d, J= 7.6 Hz, 1H), 3.93 (s, 3H), 3.31 (s, 5H), 3.29 (d, .7 - 4.4 Hz, 4H), 2.12 (d, J= 7.2 Hz, 2H), 1.77 (d, J= 11.2 Hz, 4H), 1.37 (s, 10H), 1.15 - 1.06 (m, 2H), 0.93 - 0.82 (m, 2H); LC-MS (ESI ⁺ ) m/z 467.2 (M+H) ⁺ .

Step 3 - Tert-butyl N-[4-[[4-(4-amino-2-fluoro-5-methoxy-phenyl)piperazin-l-yl]m ethyl] cyclohexyl]carbamate

[1867] To a solution of tert-butyl N-[4-[[4-(2-fluoro-5-methoxy-4-nitro-phenyl)piperazin-l-yl]m ethyl] cyclohexyl] carbamate (1.6 g, 3.43 mmol) in THF (10 mL) was added Pt/V/C (1.60 g, 183 pmol, 3 wt%) under Ar. The suspension was degassed under vacuum and purged with H2 several times. The mixture was stirred under H2 ( 15 psi) at 25 °C for 16 hrs. On completion, the reaction mixture was filtered and the filtrate was concentrated in vacuo to give the title compound (1.44 g, 96 % yield) as white solid, ¹ H NMR (400 MHz, DMSO-A) 8 6.68 (d, J = 7.6 Hz, 1H), 6.53 (d, J = 8.0 Hz, 1H), 6.41 (d, J = 13.6 Hz, 1H), 4.58 (s, 2H), 3.72 (s, 3H), 3.22 - 3.11 (m, 1H), 2.86 (s, 4H), 2.43 (s, 4H), 2.10 (d, J= 7.2 Hz, 2H), 1.76 (d, J= 11.2 Hz, 4H), 1.38 - 1.36 (m, 9H), 1.35 (s, 1H), 1.17 - 1.06 (m, 2H), 0.92 - 0.79 (m, 2H); LC-MS (ESI ⁺ ) m/z 437.3 (M+H) ⁺ .

Step 4 - Tert-butyl N-[4-[[4-[4-[(2,6-dioxo-3-piperidyl)amino]-2-fluoro-5-methox y-phenyl] piperazin- 1- yl]methyl]cyclohexyl]carbamate

[1868] To a solution of tert-butyl N-[4-[[4-(4-amino-2-fluoro-5-methoxy-phenyl)piperazin-l-yl]m ethyl] cyclohexyl]carbamate (500 mg, 1.15 mmol) and 3-bromopiperidine-2, 6-dione (329 mg, 1.72 mmol, CAS# 62595-74-8) in DMF (8 mL) was added NaHCOs (288 mg, 3.44 mmol, 133 pL). The reaction was stirred at 80 °C for 6 hrs. On completion, the reaction was diluted with EA(30 mL). The organic layer was washed with water (30 mL X 3), dried over Na ₂ SO ₄ and concentrated in vacuo. The residue was purified by prep- HPLC (column: Phenomenex Luna C18 150 * 25 mm * 1 Oum; mobile phase: [water (FA) - ACN]; gradient: 11% - 41% B over 10 min) to give the title compound (340 mg, 54 % yield) as brown solid. ’H NMR (400 MHz, DMSO-A) 8 10.86 (s, 1H), 6.71 (d, J = 8.4 Hz, 1H), 6.60 (d, J = 8.0 Hz, 1H), 6.54 (d, J = 14.0 Hz, 1H), 5.08 (d, J= 6.8 Hz, 1H), 4.28 - 4.20 (m, 1H), 3.78 (s, 3H), 3.33 (s, 4H), 3.20 - 3.09 (m, 1H), 2.89 (s, 4H), 2.83 - 2.74 (m, 1H), 2.55 (d, J = 3.2 Hz, 2H), 2.15 - 2.08 (m, 3H), 1.98 - 1.86 (m, 1H), 1.76 (d, J= 10.4 Hz, 4H), 1.38 - 1.34 (m, 9H), 1.18 - 1.04 (m, 2H), 0.86 (q, J= 11.6 Hz, 2H); LC-MS (ESI-) m/z 548.2 (M+H) ⁺ .

Step 5 - 3-[4-[4-[(4-Aminocyclohexyl)methyl]piperazin-l-yl]-5-fluoro- 2-methoxy-anilino]piperidine-2,6- dione [1869] To a solution of tert-butyl N-[4-[[4-[4-[(2,6-dioxo-3-piperidyl)amino]-2-fluoro-5-methox y-phenyl] piperazin-l-yl]methyl]cyclohexyl]carbamate (120 mg, 219 pmol) in DCM (1.5 mL) was added TEA (460 mg, 4.04 mmol, 0.3 mL). The reaction was then stirred at 25 °C for 1 hr. On completion, the reaction was concentrated in vacuo to give the title compound (123 mg, 99% yield, TEA) as brown oil. LC-MS (ESI ⁺ ) m/z 448.1 (M+H) ⁺ .

[1870] 4-Bromo-N-[4-[[tert-butyl(dimethyl)silyl]oxymethyl]cyclohexy l]-3-fluoro-benzenesulfonamide (Intermediate ST)

Step 1 - 4-[[Tert-butyl(dimethyl)silyl]oxymethyl]cyclohexanamine

[1871] To a solution of (4-aminocyclohexyl)methanol (500 mg, 3.87 mmol, CAS# 1467-84-1) in DCM (7 mL) and DMF (1 mL) was added imidazole (526 mg, 7.74 mmol), then TBSCI (641 mg, 4.26 mmol) was added at 0 °C and the mixture was stirred at 25 °C for 12 hrs. On completion, the mixture was diluted with water ( 10 mL) and extracted with DCM ( 10 mL X 3). The combined organic layer was dried over anhydrous

Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (880 mg, 93% yield) as yellow oil. ^† H NMR (400 MHZ,C1CD ₃ ) δ 3.37 (d,J= 6.4 Hz, 2H), 2.62 - 2.58 (m, 1H), 1.91 - 1.85 (m, 2H), 1.78 - 1.73 (m, 2H), 1.43 - 1.33 (m, 1H), 1.14 - 1.05 (m, 3H), 0.952 - 9.14 (m, 3H), 0.86 (s, 9H), 0.01 (s, 6H).

Step 2 - 4-Bromo-N-[4-[[tert-butyl(dimethyl)silyl]oxymethyl]cyclohexy l]-3-fluoro-benzenesulfonamide [1872] To a solution of 4-[[tert-butyl(dimethyl)silyl]oxymethyl]cyclohexanamine (880 mg, 3.61 mmol) in DCM (6 mL) was added TEA (831 mg, 8.21 mmol), then 4-bromo-3-fluoro-benzenesulfonyl chloride (898 mg, 3.29 mmol, CAS# 351003-51-5) was added and the mixture was stirred at 25 °C for 1 hr. On completion, the mixture was diluted with water (10 mL) and extracted with DCM (10 mL X 3). The combined organic layer was dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the residue. The residue was purified by column chromatography (SiO ₂ , PE: EA= 10: 1 to 1: 1) to give the title compound (800 mg, 50% yield) as yellow solid. ¹ H NMR (400 MHz, DMSO-c4) δ 7.96 (dd, J = 6.8, 8.4 Hz, 1H), 7.87 (d, J = 7.6 Hz, 1H), 7.73 (dd, J = 1.6, 8.4 Hz, 1H), 7.58 (dd, J = 1.6, 8.4 Hz, 1H), 3.30 (s, 1H), 2.97 - 2.86 (m, 1H), 1.68 - 1.57 (m, 5H), 1.29 - 1.20 (m, 1H), 1.15 - 1.06 (m, 2H), 0.88 (s, 2H), 0.83 (s, 9H), -0.02 (s, 6H).

Synthesis of 3-Fluoro-N-(4-formylcyclohexyl)-4-[[4-(l-tetrahydropyran-4-y lpyrazol-4-yl)-5-

(trifluoro methyl)pyrimidin-2-yl]amino]benzenesulfonamide (Intermediate SU)

Step 1 - 4-(l-Tetrahydropyran-4-ylpyrazol-4-yl)-5-(trifluoromethyl)py rimidin-2-amine

[1873] To a solution of 4-chloro-5-(b‘ifluoromethyl)pyrimidin-2-amine (1.00 g, 5.06 mmol, CAS# 1201657-24-0) and l-tetrahydropyran-4-yl-4-(4,4,5,5-tetramethyl-l,3,2-dioxabor olan-2-yl)pyrazole (938 mg, 3.37 mmol, CAS# 1040377-03-4) in dioxane (10 mL) and H ₂ O (2 mL) was added PdtdppQCh.CfchCh (275 mg, 337 pmol) and NasCCh (715 mg, 6.75 mmol). Then the reaction was stirred at 90 °C for 6 hrs under N2 atmosphere. On completion, the mixture was filtered, diluted with water (10 mL) and extracted with EA (10 mL X 3). The combined organic layer was dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the residue. The residue was purified by column chromatography (SiO ₂ , PE/EA = 40% to 70%) to give the title compound (660 mg, 62% yield) as yellow solid. ¹ H NMR (400 MHz, DMSO-c/6) δ 8.51 (s, 1H), 8.21 (s, 1H), 7.91 (s, 1H), 7.35 (s, 2H), 4.59 - 4.47 (m, 1H), 4.00 - 3.94 (m, 2H), 3.51 - 3.41 (m, 2H), 2.00 - 1.94 (m, 4H). LC-MS (ESI ⁺ ) m/z 313.9 (M+H) ⁺ .

Step 2 - N-[4-[[tert-butyl(dimethyl)silyl]oxymethyl]cyclohexyl]-3-flu oro-4-[[4-( 1 -tetrahydropyran-4- ylpyrazol-4-yl)-5-(trifluoromethyl)pyrimidin-2-yl]amino]benz enesulfonamide

[1874] To a solution of 4-bromo-N-[4-[[tert-butyl(dimethyl)silyl]oxymethyl]cyclohexy l]-3-fluoro- benzenesulfonamide (250 mg, 520 pmol, Intermediate ST) and 4-(l-tetrahydropyran-4-ylpyrazol-4-yl)-5- (trifluoromethyl)pyrimidin-2-amine (108 mg, 346 pmol) in dioxane (7 mL) was added KOAc (68.0 mg, 693 pmol) and dicyclohexyl-[3,6-dimethoxy-2-(2,4,6-triisopropylphenyl)phen yl]phosphane methanesulfonate [2-[2-(methylamino)phenyl]phenyl]palladium(l+) (31.9 mg, 34.6 pmol). Then the mixture was stirred at 90 °C for 14 hrs under N2 atmosphere. On completion, the mixture was filtered, diluted with water (5 mL) and extracted with EA (5 mL X 3). The combined organic layer was dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the residue. The residue was purified by prep- HPLC (column: Welch Ultimate C18 150*25mm*5um; mobile phase: [water (TFA) -ACN]; gradient: 80%- 100% B over 2 min) to give the title compound (58.0 mg, 23% yield) as yellow solid. LC-MS (ESI ⁺ ) m/z 713.4 (M+H) ⁺ .

Step 3 - 3-Fluoro-N-[4-(hydroxymethyl)cyclohexyl]-4-[[4-(l-tetrahydro pyran-4-ylpyrazol-4-yl)-5- (trifluoromethyl)pyrimidin-2-yl]amino]benzenesulfonamide

[1875] To a solution of N-[4-[[tert-butyl(dimethyl)silyl]oxymethyl]cyclohexyl]-3-flu oro-4-[[4-(l-tetrahy dropyran-4-ylpyrazol-4-yl)-5-(trifluoromethyl)pyrimidin-2-yl ]amino]benzenesulfonamide (50.0 mg, 70. 1 pmol) in MeOH (1 mL) was added HC1 (12 M, 0.01 mL), then the mixture was stirred at 25 °C for 0.5 hr. On completion, the mixture was concentrated in vacuo to give the title compound (38.0 mg, 90% yield) as yellow solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 10.08 (s, 1H), 8.79 (s, 1H), 8.29 (s, 1H), 8.07 (t, J= 8.4 Hz, 1H), 7.97 (s, 1H), 7.73 - 7.65 (m, 3H), 4.62 - 4.52 (m, 1H), 4.01 - 3.92 (m, 2H), 3.50 - 3.43 (m, 2H), 3.13 (d, J= 6.4 Hz, 2H), 2.95 - 2.85 (m, 1H), 2.02 - 1.95 (m, 4H), 1.69 - 1.60 (m, 4H), 1.26 - 1.08 (m, 4H), 0.86 - 0.76 (m, 2H). LC-MS (ESI+) m/z 599.1 (M+H)+.

Step 4 - 3-Fluoro-N-(4-formylcyclohexyl)-4-[[4-(l-tetrahydropyran-4-y lpyrazol-4-yl)-5-

(trifluoromethyl)pyrimidin-2-yl]amino]benzenesulfonamide

[1876] To a solution of 3-fluoro-N-[4-(hydroxymethyl)cyclohexyl]-4-[[4-(l-tetrahydro pyran-4-ylpyrazol- 4-yl)-5-(trifluoromethyl)pyrimidin-2-yl]amino]benzenesulfona mide (38.0 mg, 63.4 pmol) in DCM (1 mL) and DMF (1 mL) was added DMP (40.3 mg, 95.2 pmol). Then the mixture was stirred at 0 °C for 2 hrs. On completion, the mixture was quenched with saturated NazSzO? (2 mL) and saturated NallCO ₃ (2 mL) at 0 °C, diluted with water (4 mL) and extracted with DCM (3 mL X 3). The combined organic layer was dried over anhydrous NajSCh, filtered and concentrated in vacuo to give the title compound (35.0 mg, 92% yield) as yellow oil. LC-MS (ESI ⁺ ) m/z 597.2 (M+H) ⁺ .

Synthesis of 3-(4-(4-((4-Aminobicyclo[2.2.1]heptan-l-yl)methyl)piperazin- l-yl)-2-fhiorophenyl) piperidine-2, 6-dione (Intermediate SV)

SV

Step 1 - Tert-butyl (4-((4-(4-(2,6-dioxopiperidin-3-yl)-3-fluorophenyl)piperazin -l-yl) methyl)bicyclo [2.2.1 ]heptan- 1 -yl)carbamate

[1877] To a solution of 3 -(2-fluoro-4-piperazin- 1 -yl-phenyl)piperidine-2, 6-dione (155 mg, 382 pmol, TFA, Intermediate PO) in THF (3 mL) was added TEA (38.6 mg, 382 pmol, 53.2 pL), HOAc (45.9 mg, 764 pmol, 43.7 pL) and tert-butyl N-(4-formylnorboman-l-yl)carbamate (91.51 mg, 382.39 pmol, Intermediate TD). The mixture was stirred at 20 °C for 0.5 hr. Then, NaBH(OAc)3 (121 mg, 573 pmol) was added and the mixture was stirred at 20 °C for 0.5 hr. On completion, the reaction was diluted with FEO (20 mL) and extracted with EtOAc (60 mL). The organic layer was washed with brine (20 mL), dried over Na ₂ SO ₄ , filtered and concentrated in vacuo. The residue was purified by prep-HPLC (column: Phenomenex luna C18 150*25mm* lOum; mobile phase: [water (FA)-ACN]; gradient: 10%-40% B over 10 min) to give the title compound (120 mg, 60% yield) as white solid. ^† H NMR (400 MHz, DMSO-d ₆ ) δ 10.80 (s, 1H), 7.17 - 7.03 (m, 1H), 7.00 - 6.85 (m, 1H), 6.81 - 6.67 (m, 2H), 3.89 (dd, J = 4.8, 12.4 Hz, 1H), 3.32 (s, 10H), 3.20 - 3.03 (m, 3H), 2.81 - 2.64 (m, 2H), 2.21 - 2.08 (m, 1H), 2.00 - 1.90 (m, 1H), 1.87 - 1.73 (m, 2H), 1.68 - 1.49 (m, 5H), 1.37 (s, 9H).

Step 2 - 3-(4-(4-((4-Aminobicyclo[2.2.1]heptan-l-yl)methyl)piperazin- l-yl)-2-fluorophenyl) piperidine - 2, 6-dione

[1878] A solution of tert-butyl N- [4- [[4- [4-(2,6-dioxo-3-piperidyl)-3 -fluoro-phenyl] piperazin- 1- yl]methyl]norboman- 1 -yl] carbamate (60 mg, 116 pmo) in CH ₂ CI2 (1 mL) and I lCI/dioxanc (4 M, 2 mL) was stirred at 20 °C for 1.5 hrs. On completion, the reaction was concentrated in vacuo to give the title compound (52 mg, 98% yield) as white solid. LC-MS (ESI ⁺ ) m/z 415.2 (M+H) ⁺ .

Synthesis of 3-[4-[4-[(4-aminocyclohexyl)methyl]piperazin-l-yl]-3-fhioro- anilino]piperidine-2,6- dione (Intermediate SW)

Step 1 - Tert-butyl 4-(2-fluoro-4-nitro-phenyl) piperazine- 1 -carboxylate

[1879] To a solution of 1 ,2-difluoro-4-nitro-benzene (5.91 mmol, 654 uL, CAS# 369-34-6) and tert-butyl piperazine- 1 -carboxylate (1.00 g, 5.37 mmol, CAS# 143238-38-4) in DMF (10 mL) was added K ₂ CO ₃ (2.23 g, 16.1 mmol), then the mixture was stirred at 90 °C for 12 hrs. On completion, the mixture was diluted with EA (20 mL) and H ₂ O (40 mL), then extracted with EA (4 X 20 mL). The combined organic layers were washed with NaCl (60 mL), dried over sodium sulfate, filtered and concentrated in vacuo to give the residue. The residue was purified by column chromatography (SiO ₂ , PE: EA=11 : 1 to 7: 1) to give the title compound ( 1.50 g, 86% yield) as a yellow solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 8.14 - 7.93 (m, 2H), 7.18 (t, J= 9.2 Hz, 1H), 3.48 (s, 4H), 3.29 - 3.21 (m, 4H), 1.42 (s, 9H). LC-MS (ESH) m/z 270.1 (M- 56) ⁺ .

Step 2 -l-(2-Fluoro-4-nitro-phenyl)piperazine [1880] To a solution of tert-butyl 4-(2-fluoro-4-nitro-phenyl) piperazine- 1 -carboxylate (1.50 g, 4.61 mmol) in DCM (6 mL) was added TFA (26.9 mmol, 2 mL), then the mixture was stirred at 25 °C for 1 hr. On completion, the mixture concentrated in vacuo to give the title compound (1.50 g, 96% yield, TFA) as a yellow oil. LC-MS (ESI ⁺ ) m/z 226.0 (M+H) ⁺ .

Step 3 - Tert-butyl N-[4-[[4-(2-fluoro-4-nitro-phenyl) piperazin- 1-yl] methyl]cyclohexyl]carbamate

[1881] To a solution of l-(2-fluoro-4-nitro-phenyl) piperazine (1.50 g, 6.66 mmol, TFA) in THF (10 mL) and DMF (0.5 mL) was added TEA (6.66 mmol, 927 pL), then tert-butyl N-(4-formylcyclohexyl) carbamate (1.82 g, 7.99 mmol, CAS# 181308-56-5) and AcOH (6.66 mmol, 381pL) was added. The mixture was then stirred at 25 °C for 0.2 hr. Next, NaBH(OAc)3 (2.82 g, 13.3 mmol) was added and the mixture was stirred at 25 °C for 2 hrs. On completion, the mixture concentrated in vacuo to give the residue. The residue was purified by prep-HPLC (column: YMC Triart C18 70*250mm*7um; mobile phase: [water (FA)-ACN]; gradient: 20%-50% B over 20 min) to give the title compound (2.00 g, 69% yield) as a yellow solid. ^† H NMR (400 MHz, DMSO-tJs) δ 8.06 - 7.99 (m, 2H), 7.19 (t, J = 8.8 Hz, 1H), 6.78 - 6.67 (m, 1H), 3.33 (s, 8H), 3.19 - 3.13 (m, 1H), 2.72 - 2.62 (m, 1H), 2.39 - 2.26 (m, 1H), 1.77 (d, J = 10.8 Hz, 4H), 1.55 - 1.44 (m, 1H), 1.37 (s, 9H), 1.21 - 1.09 (m, 2H), 0.92 (d, J= 8.0 Hz, 2H). LC-MS (ESI ⁺ ) m/z 437.1 (M+H) ⁺ .

Step 4 - Tert-butyl N-[4-[[4-(4-amino-2-fluoro-phenyl)piperazin-l-yl]methyl]cycl ohexyl]carbamate

[1882] To a solution of tert-butyl N-[4-[[4-(2-fluoro-4-nitro-phenyl)piperazin-l-yl]methyl]cycl ohexyl] carbamate (1.00 g, 2.29 mmol) in THF (15 mL) was added Pt/V/C (800 mg, 3.06 mmol), then the mixture was purged with H? for three times. The mixture was stirred at 25 °C under 15 PSI H2 for 3 hrs. On completion, the mixture was filtered and concentrated in vacuo to give the title compound (900 mg, 96% yield) as a brown solid. ¹ H NMR (400 MHz, DMSO-£#>) δ 6.83 - 6.60 (m, 2H), 6.39 - 6.23 (m, 2H), 5.20 - 4.77 (m, 2H), 3.23 - 3.03 (m, 3H), 2.84 (d, J= 2.0 Hz, 4H), 2.24 - 1.95 (m, 3H), 1.76 (d, J= 10.0 Hz, 4H), 1.39 - 1.34 (m, 9H), 1.25 - 1.03 (m, 4H), 0.98 - 0.83 (m, 2H). LC-MS (ESI ⁺ ) m/z 407.2 (M+H) ⁺ .

Step 5 - Tert-butyl N-[4-[[4-[4-[(2,6-dioxo-3-piperidyl)amino]-2-fluoro-phenyl]p iperazin-l- yl]methyl]cyclohexyl]carbamate

[1883] To a solution of tert-butyl N-[4-[[4-(4-amino-2-fluoro-phenyl) piperazin- l-yl]methyl] cyclohexyl] carbamate (900 mg, 2.21 mmol) in DMF (15 mL) was added NaHCCL (557 mg, 6.64 mmol). Then 3- bromopiperidine-2, 6-dione (1.28 g, 6.64 mmol, CAS# 62595-74-8) was added and the mixture was stirred at 80 °C for 12 hrs. On completion, the mixture was concentrated in vacuo to give the residue. The residue was purified by prep-HPLC (column: Phenomenex luna C18 (250*70mm, 10 um);mobile phase: [water(FA)-ACN] gradient: 15%-45% B over 15 min), title compound (500 mg, 44% yield) as a violet solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 10.82 (d, J = 8.0 Hz, 1H), 6.82 (t, J = 9.2 Hz, 1H), 6.70 (d, 7 ~ 8.0 Hz, 1H), 6.55 - 6.47 (m, 1H), 6.45 - 6.39 (m, 1H), 5.82 (d, J = 7.2 Hz, 1H), 4.33 - 4.15 (m, 1H), 3.18 - 3.14 (m, 2H), 2.88 (s, 4H), 2.78 - 2.67 (m, 2H), 2.60 - 2.57 (m, 1H), 2.35 - 2.31 (m, 1H), 2.28 - 2.16 (m, 3H), 2.13 - 2.03 (m, 2H), 1.91 - 1.81 (m, 1H), 1.76 (d, J= 11.2 Hz, 4H), 1.37 (s, 9H), 1.17 - 1.08 (m, 2H), 0.94 - 0.82 (m, 2H).LC-MS (ESI ⁺ ) m/z 518.2 (M+H) ⁺ .

Step 6 - 3-[4-[4-[(4-Aminocyclohexyl)methyl]piperazin- 1 -yl]-3-fluoro-anilino]piperidine-2, 6-dione [1884] To a solution of tert-butyl N-[4-[[4-[4-[(2,6-dioxo-3-piperidyl)amino]-2-fluoro-phenyl]p iperazin- 1-yl] methyl]cyclohexyl]carbamate (136 mg, 262 pmol) in DCM (1 mL) was added TFA (46 mg, 4.04 mmol, 0.3 mL). The reaction was then stirred at 25 °C for 1 hr. On completion, the reaction was concentrated in vacuo to give the title compound (139 mg, 99% yield, TFA) as yellow oil. LC-MS (ESI ⁺ ) m/z 418.0 (M+H) ⁺ .

Synthesis of (ls,4s)-4-(2-((4-(benzylthio)-2-methylphenyl)amino)-5-(trifl uoromethyl)pyrimidin-4-yl)- 1-methylcyclohexan-l-ol (Intermediate SX) and (lr,4r)-4-(2-((4-(benzylthio)-2- methylphenyl)amino)-5-(trifhioromethyl)pyrimidin-4-yl)-l-met hylcyclohexan-l-ol (Intermediate SY) (4,4'-Di-t-butyl-2,2'-bipyridine)bis[3,5-difluoro-2-[5- trifluoromethyl-2-pyridinyl-kN)phenyl-kC]iridium(lll) hexafluorophosphate ,

EA 4-tert-butyl-2-(4-tertbutyl-2-pyridyl)pyridine;dichloronicke l, Na ₂ CO ₃ , TTMSS, DME

SX SY Step 1 - N-(4-benzylsulfanyl-2-methyl-phenyl)-4-(l,4-dioxaspiro[4.5]d ecan-8-yl)-5-

(trifluoromethyl)pyrimidin-2-amine

[1885] To a solution of N-(4-benzylsulfanyl-2-methyl-phenyl)-4-chloro-5-(trifluorome thyl)pyrimidin-2- amine (1.20 g, 2.93 mmol, Intermediate EA) and 8-bromo-l,4-dioxaspiro[4.5]decane (647 mg, 2.93 mmol, CAS# 68278-51-3) in DME (12 mL) was added Na2COa (620 mg, 5.86 mmol,), TTMSS (728 mg, 2.93 mmol), (4,4 ^† -Di-t-butyl-2,2 ^† -bipyridine)bis[3,5-difluoro-2-[5-trifluoromethyl-2-py ridinyl-kN)phenyl- kC]iridium(HI) hexafluorophosphate (32.8 mg, 29.2 umol, CAS# 870987-63-6) and 4-tert-butyl-2-(4- tertbutyl-2-pyridyl) pyridine dichloronickel (11.6 mg, 29.2 umol). The mixture was then stirred at 25 °C for 14 hrs. On completion, the reaction mixture was filtered and concentrated in vacuo. The residue was diluted with water (60 mL) and extracted with EA (40 mL x 2). The combined organic layer was dried over Na ₂ SO ₄ , filtered and concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , PE:EA=50:l to PE:EA=20:l, PE:EA=5: 1, Pl :Rf=0.3) to give the title compound (900 mg, 60% yield) as white solid. ¹ H NMR (400 MHz, DMSO-ri ₆ ) δ 9.44 (s, 1H), 8.52 (s, 1H), 7.38 - 7.33 (m, 2H), 7.33 - 7.27 (m, 3H), 7.26 - 7.20 (m, 2H), 7.15- 7.12 (m, 1H), 4.22 (s, 2H), 3.86 (s, 4H), 2.79 (t, J= 11.4 Hz, 1H), 2.16 (s, 3H), 1.96 - 1.84 (m, 2H), 1.80 - 1.64 (m, 4H), 1.59 - 1.51 (m, 2H).

Step 2 - 4-[2-(4-Benzylsulfanyl-2-methyl-anilino)-5-(trifluoromethyl) pyrimidin-4-yl]cyclohexanone

[1886] A solution of N-(4-benzylsulfanyl-2-methyl-phenyl)-4-(l,4-dioxaspiro[4.5]d ecan-8-yl)-5- (trifluoromethyl)pyrimidin-2-amine (100 mg, 193 umol) in FA (1 mL) was stirred at 25 °C for 16 hrs. On completion, the reaction mixture was concentrated in vacuo. Then, CH3CN (1 mL) and H ₂ O (10 mL) was added to the residue and the solution was lyophilized to give the title compound (80.0 mg, 87% yield) as white solid. LCMS (ESI ⁺ ) m/z 472.4 (M+H) ⁺ .

Step 3 - (1 s,4s)-4-(2-((4-(benzylthio)-2-methylphenyl)amino)-5-(trifluo romethyl)pyrimidin-4-yl)- 1 - methylcyclohexan-l-oland (lr,4r)-4-(2-((4-(benzylthio)-2-methylphenyl)amino)-5-

(trifhioromethyl)pyrimidin-4-yl)- 1 -methylcyclohexan- 1 -ol

[1887] To a solution of 4-[2-(4-benzylsulfanyl-2-methyl-anilino)-5-(trifluoromethyl) pyrimidin-4-yl] cyclohexanone (60.0 mg, 127 umol) in THE (1 mL) was added MeMgBr (3 M, 212 uL) at 0 °C. The mixture was stirred at 25 °C for 16 hrs. On completion, the reaction mixture was quenched with NaHCOa solution (20 mL). The residue was diluted with water (40 mL) and extracted with EA (20 mL x 2). The combined organic layer was washed with brine (20 mL x 2) and dried over Na ₂ SO ₄ , filtered and the filtrate was concentrated in vacuo. The residue was purified by column chromatography by prep-TLC (SiO ₂ , PE:EA=2: 1) to give (ls,4s)-4-(2-((4-(benzylthio)-2-methylphenyl)amino)-5-(trifl uoromethyl)pyrimidin-4- yl)-l -methylcyclohexan- l-ol (30 mg, 48% yield) as white solid ( ¹ H NMR (400 MHz, CDCl ₃ ) δ = 8.50 (s, 1H), 7.95 (d, J= 9.6 Hz, 1H), 7.28 (s, 2H), 7.26 - 7.21 (m, 2H), 7.21 - 7.17 (m, 2H), 7.03 (s, 1H), 4.08 (s, 2H), 2.94 - 2.83 (m, 1H), 2.28 (s, 3H), 1.87 - 1.76 (m, 6H), 1.65 - 1.53 (m, 3H), 1.34 (s, 3H)) and (lr,4r)- 4-(2-((4-(benzylthio)-2-methylphenyl)amino)-5-(trifluorometh yl)pyrimidin-4-yl)-l-methylcyclohexan-l- ol (60 mg, 96% yield) as white solid. ¹ H NMR (400 MHz, CDCl ₃ ) δ 8.51 (s, 1H), 7.95 (d, J= 8.4 Hz, 1H), 7.30 - 7.28 (m, 3H), 7.26 - 7.20 (m, 2H), 7.17 (s, 1H), 7.05 (s, 1H), 5.30 (s, 1H), 4.09 (s, 2H), 3.49 (s, 1H), 2.84 (t, <7= 11.6 Hz, 1H), 2.28 (s, 3H), 1.84 - 1.75 (m, 2H), 1.65 (d, J= 12.4 Hz, 2H), 1.59 - 1.49 (m, 2H), 1.29 (s, 3H), 0.91 - 0.82 (m, 2H). The absolute stereochemistry of the diastereomers was confirmed by 2D NMR.

Synthesis of Tert-butyl ((lr,4r)-4-(piperazin-l-ylmethyl)cyclohexyl)carbamate (Intermediate SZ)

Step 1 - Tert-butyl N-[l-deuterio-2-(4-formylcyclohexoxy)-l-methyl-ethyl]carbama te

[1888] To a solution of benzyl piperazine- 1 -carboxylate (1.16 g, 5.28 mmol, 1.02 mL, CAS# 181308-57- 6) in THF (5 mL) was added HOAc (132 mg, 2.20 mmol, 125 pL) at 0 °C. Then tert-butyl N-(4- formylcyclohexyl)carbamate (1 g, 4.40 mmol, CAS# 31166-44-6) in THF (5 mL) was added at 0 °C and the mixture was stirred for 0.5 hr. Next, NaBH(OAc)3 (1.86 g, 8.80 mmol) was added at 0 °C and the reaction mixture was stirred at 0 °C for 0.5 hr. On completion, the reaction was diluted with H ₂ O (30 mL) and extracted with EtOAc (60 mL). The organic layer was washed with brine (30 mL), dried over with

Na ₂ SO ₄ , filtered and concentrated in vacuo. The residue was purified by flash silica gel chromatography (1SCO®; 20 g SepaFlash® Silica Flash Column, Eluent of 0—82% Ethyl acetate/Petroleum ethergradient @ 80 mL/min) to give the title compound (1.6 mg, 84% yield) as yellow oil. LC-MS (ESI ⁺ ) m/z 432.1 (M+H) ⁺ .

Step 2 - Tert-butyl ((lr,4r)-4-(piperazin-l-ylmethyl)cyclohexyl)carbamate

[1889] To a suspension of Pd/C (1.60 g, 1.50 mmol, 10 wt%) in THF (20 mL) was added a solution of benzyl 4- [[4-(tert-butoxycarbonylamino)cyclohexyl]methyl]piperazine-l -carboxylate (1.6 g, 3.71 mmol) in THF (10 mL) under N2. The suspension was degassed under vacuum and purged with H2 several times. The mixture was then stirred under H2 (15 psi) at rt for 15 hrs. On completion, the mixture was filtered and concentrated in vacuo to give the title compound (1.1 g, 99% yield) as a yellow oil. ¹ H NMR (400 MHz, CDCl ₃ ) δ 4.41 (s, 1H), 3.81 - 3.69 (m, 1H), 3.52 - 2.94 (m, 4H), 2.60 (s, 2H), 2.19 (s, 1H), 2.08 - 1.95 (m, 8H), 1.88 - 1.75 (m, 2H), 1.44 (s, 9H), 1.13 - 0.90 (m, 3H).

Synthesis of Tert-butyl 4-(4-amino-3-methyl-phenyl)sulfonylpiperidine-l-carboxylate (Intermediate

TA)

Step 1 - Tert-butyl 4-(3-methyl-4-nitro-phenyl)sulfanylpiperidine-l-carboxylate

[1890] To a solution of 4-fluoro-2-methyl- 1 -nitro-benzene (2.14 g, 13.8 mmol, CAS# 446-33-3) and tert- butyl 4-sulfanylpiperidine-l -carboxylate (2.50 g, 11.5 mmol, CAS# 134464-79-2) in DMF (30 mL) was added K ₂ CO ₃ (3.18 g, 23.0 mmol), then the mixture was stirred at 25 °C for 8 hrs. On completion, the mixture was diluted with water (30 mL) and extracted with EA (20 mL X 3). The combined organic layer was dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the residue. The residue was purified by column chromatography (SiO ₂ , PE: EA= 15: 1 to 7: 1) to give the title compound (3.60 g, 88% yield) as yellow solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 7.96 (d, J= 8.8 Hz, 1H), 7.44 (d, J= 1.6 Hz, 1H), 7.39 - 7.38 (m, 1H), 3.83 (d, J= 13.6 Hz, 2H), 3.78 - 3.70 (m, 1H), 3.09 - 2.92 (m, 2H), 2.52 (s, 3H), 2.02 - 1.90 (m, 2H), 1.46 - 1.40 (m, 2H), 1.39 (s, 9H).

Step 2 - Tert-butyl 4-(3-methyl-4-nitro-phenyl)sulfonylpiperidine-l -carboxylate

[1891] To a solution of tert-butyl 4-(3-methyl-4-nitro-phenyl)sulfanylpiperidine-l-carboxylate (1.00 g, 2.84 mmol) in DCM ( 10 mL) was added MCPBA (2.45 g, 14.1 mmol) at 0 °C , then the mixture was stirred at 25 °C for 1 hr. On completion, the mixture was quenched with Na2SOs (10 mL) and Na2COa (8 mL) at 0 °C, diluted with water (8 mL) and extracted with DCM (8 mL X 3). The combined organic layer was dried over anhydrous Na ₂ SO4, filtered and concentrated in vacuo to give the residue. The residue was purified by column chromatography (SiO ₂ , PE: EA=4: 1 to 1 : 1) to give the title compound (900 mg, 82% yield) as yellow solid. ¹ H NMR (400 MHz, DMSO-r/ ₆ ) δ 8.20 (d, J= 8.4 Hz, 1H), 8.01 (d, J= 1.2 Hz, 1H), 7.90 - 7.89 (m, 1H), 4.01 (d, J= 11.6 Hz, 2H), 3.73 - 3.54 (m, 1H), 2.75 - 2.64 (m, 2H), 2.58 (s, 3H), 1.84 (d, J = 11.6 Hz, 2H), 1.45 - 1.38 (m, 2H), 1.37 (s, 9H). Step 3 - Tert-butyl 4-(4-amino-3-methyl-phenyl) sulfonylpiperidine- 1 -carboxylate

[1892] To a solution of tert-butyl 4-(3-methyl-4-nitro-phenyl)sulfonylpiperidine-l-carboxylate (0.400 g, 1.04 mmol) in EtOH (10 mL) and H ₂ O (2 mL) was added Fe (348 mg, 6.24 mmol) and NH4CI (556 mg, 10.4 mmol). The reaction mixture was then stirred at 80 °C for 2 hrs. On completion, the reaction mixture was filtered and filtrate was concentrated in vacuo and diluted with water (lOmL), then the residue was extracted with EA (3 X 20mL). The combined organic layer was dried over Na ₂ SO ₄ , filtered and filtrate was concentrated in vacuo. The residue was purified by column chromatography to give the title compound (300 mg, 81% yield) as yellow solid. LC-MS (ESI ⁺ ) m/z 298.9 (M-56) ⁺ .

Synthesis of Benzyl 4-(((ls,4s)-4-((tert-butoxycarbonyl)amino)-l- fhiorocyclohexyl)methyl)piperazme-l-carboxylate (Intermediate TB) and benzyl 4-(((lr,4r)-4-((tert- butoxycarbonyl)amino)-l-fluorocyclohexyl)methyl)piperazine-l -carboxylate (Intermediate TC)

Step 1 - Benzyl 4- [[4-(tert-butoxycarbonylamino)-l-hydroxy-cyclohexyl]methyl]p iperazine-l -carboxylate [1893] To a solution of tert-butyl N-(l-oxaspiro[2.5]octan-6-yl)carbamate (4.5 g, 19.8 mmol, CAS#959704-59-7) and benzyl piperazine- 1 -carboxylate (6.54 g, 29.7 mmol, 5.73 mL, CAS# 31166-44-6) in EtOH (40 mL) and H ₂ O (20 mL) was added K ₂ CO ₃ (2.74 g, 19.8 mmol), then the mixture was stirred at 95 °C for 0.5 hr. On completion, the reaction was concentrated in vacuo, diluted with EA (60 mL) and washed with water (60 mL). The organic layer was dried over Na ₂ SO ₄ , filtered and the filtrate was concentrated in vacuo. The reaction was purified by column chromatography (SiO ₂ , PE: EA=5: 1 to 0: 1, Rf = 0.3) to give the title compound (8 g, 17.8 mmol, 90% yield) as yellow oil. ¹ H NMR (400 MHz, DMSO- d^) 5 7.40 - 7.30 (m, 5H), 5.07 (s, 2H), 3.84 (s, 1H), 3.37 (s, 4H), 3.17 - 3.05 (m, 1H), 2.47 (d, ./“ 4.4 Hz, 4H), 2.18 (s, 2H), 1.56 - 1.46 (m, 6H), 1.37 (s, 9H), 1.32 - 1.24 (m, 2H). LC-MS (ES1 ⁺ ) m/z 448.1 (M+H) ⁺ .

Step 2 - Benzyl 4-(((ls,4s)-4-((tert-butoxycarbonyl)amino)-l-fhiorocyclohexy l)methyl)piperazine-l- carboxylate and benzyl 4-((( lr,4r)-4-((tert-butoxycarbonyl)amino)- 1 -fluorocyclohexyl)methyl)piperazine- 1 -carboxylate [1894] To a solution of benzyl 4-[[4-(tert-butoxycarbonylamino)-l-hydroxy- cyclohexyl]methyl]piperazine- 1 - carboxylate (4.5 g, 10.0 mmol) in DCM (50 mL) was added N,N- diethylethanamine trihydrofluoride (3.24 g, 20.1 mmol, 3.28 mL) and (difluoro-sulfanylidene)-diethyl- ammonium tetrafluoroborate (4.60 g, 20.1 mmol) at 0 °C, the mixture was stirred at rt for 4 hrs. On completion, the reaction mixture was diluted with water (50 mL) and extracted with DCM (50 mL X 2). The combined organic layers were dried over Na ₂ SO ₄ , filtered and concentrated in vacuo. The crude product was purified by column chromatography (SiO ₂ , PE: EA=50: l to 1 : 1) twice to give benzyl 4-(((ls,4s)-4- ((tert-butoxycarbonyl)amino)-l-fluorocyclohexyl)methyl)piper azine-l -carboxylate (390 mg, 4% yield, peak 1) as yellow solid ( ¹ H NMR (400 MHz, CDCl ₃ -t/) d 7.41 - 7.31 (m, 5H), 5.14 (s, 2H), 4.48 (d, ./ ^_ 4.4 Hz, 1H), 3.74 - 3.63 (m, 1H), 3.50 (s, 4H), 2.57 - 242 (m, 6H), 1.98 - 1.91 (m, 2H), 1.81 - 1.73 (m, 4H), 1.45 (s, 9H), 1.44 - 1.43 (m, 2H). LC-MS (ESL) m/z 450.4 (M+H) ⁺ ) and benzyl 4-(((lr,4r)-4-((tert- butoxycarbonyl)amino)-l-fluorocyclohexyl)methyl)piperazine-l -carboxylate (210 mg, 2% yield) as yellow solid ( ¹ H NMR (400 MHz, CDCl ₃ -tZ) δ 7.44 - 7.30 (m, 5H), 5.13 (s, 2H), 4.52 - 4.40 (m, 1H), 3.49 (s, 5H), 2.58 - 2.35 (m, 6H), 2.09 - 1.98 (m, 2H), 1.86 (d, J= 1.6 Hz, 2H), 1.45 (s, 11H), 1.40 (d, J= 8.8 Hz, 2H). LC-MS (ESI ⁺ ) m/z 450.5 (M+H) ⁺ ). The absolute stereochemistry of the diastereomers was assigned arbitrarily.

Synthesis of Tert-butyl N-(4-formylnorbornan-l-yl)carbamate (Intermediate TD)

Step 1 - Tert-butyl N-[4-(hydroxymethyl)norboman-l-yl]carbamate

[1895] To a solution of 4-(tert-butoxycarbonylamino)norbomane-l -carboxylic acid (1.90 g, 7.44 mmol, CAS# 1201186-86-8) in THF (20 mL) was added BTh-MezS (1.70 g, 22.3 mmol) at 0 °C. Then the mixture was stirred at 25 °C for 16 hours under N2 atmosphere. On completion, the reaction mixture was added into (MeOH 5 mL) dropwise. The crude product was purified by column chromatography on silica gel eluted with petroleum ether/ethyl acetate = 1 : 0 to 1: 1 to give the title compound (1.60 g, 80% yield) as a white solid. ^† H NMR (400 MHz, DMSO-i/ ₆ ) δ 6.88 (s, 1H), 4.39 (t, J = 5.2 Hz, 111 ), 3.36 (ci, J= 5.2 Hz, 211 ), 1.74 (s, 2H), 1.64 - 1.49 (m, 4H), 1.42 (s, 2H), 1.37 (s, 9H), 1.26 - 1.18 (m, 2H).

Step 2 - Tert-butyl N-(4-formylnorboman-l-yl)carbamate

[1896] To a solution of tert-butyl N-[4-(hydroxymethyl)norboman-l-yl]carbamate (1.50 g, 6.22 mmol) in DMF (5 mL) was added DMP (3.16 g, 7.46 mmol). Then the mixture was stirred at 25 °C for 1 hr. On completion, the reaction mixture was quenched by adding it to H ₂ O solution (5 mL). The aqueous layer was extracted with ethyl acetate (5 ml x 3). The crude product was purified by column chromatography on silica gel eluted with petroleum ether/ethyl acetate = 1 : 0 to 1 : 1 to give the title compound (800 mg, 48% yield) as a yellow solid. ¹ H NMR (400 MHz, DMSO-^ ₆ ) δ 9.71 (s, 1H), 4.04 (q, J = 7.2 Hz, 1H), 1.92 (s, 2H), 1.90 - 1.80 (m, 2H), 1.75 (d, J= 5.2 Hz, 2H), 1.63 - 1.55 (m, 2H), 1.38 (d, J= 1.2 Hz, 9H), 1.18 (t, J= 7.2 Hz, 2H).

Synthesis of Tert-butyl ((lr,4r)-4-(piperazin-l-yl)cyclohexyl)carbamate (Intermediate TE)

Step 1 - Benzyl 4- [4-(tert-butoxycarbonylamino)cyclohexyl]piperazine-l -carboxylate

[1897] To a solution of benzyl piperazine- 1 -carboxylate (5.68 g, 25.7 mmol, CAS# 31166-44-6) and tert- butyl N-(4-oxocyclohexyl)carbamate (5 g, 23.4 mmol, CAS# 179321-49-4) in THF (40 mL) was added HOAc (1.41 g, 23.4 mmol) and the mixture was stirred at 25 °C for 0.5 hr. Then NaBH(OAc)a (5.96 g, 28.1 mmol) was added into the mixture at 25 °C for 2 hrs. On completion, the mixture was quenched with H ₂ O (6 ml) and concentrated in vacuo to give residue. The residue was purified by column chromatography (SiOz, Petroleum ether/Ethyl acetate=10/l to 0/1) to give the title compound (9 g, 91% yield) as white solid. ¹ H NMR (400 MHz, DMSO-dr) 5 7.40 - 7.30 (m, 5H), 5.07 (d, J= 3.6 Hz, 2H), 3.54 - 3.43 (m, 1H), 3.36 (s, 4H), 3.21 - 2.99 (m, 1H), 2.43 (s, 4H), 2.24 - 2.12 (m, 1H), 1.83 - 1.70 (m, 2H), 1.65 - 1.57 (m, 2H), 1.42 (d, J= 8.4 Hz, 2H), 1.39 - 1.35 (m, 9H), 1.17 - 1.09 (m, 2H).

Step 2 - Benzyl 4-((ls,4s)-4-((tert-butoxycarbonyl)amino)cyclohexyl)piperazi ne-l -carboxylate and benzyl 4-(( lr,4r)-4-((tert-butoxycarbonyl)amino)cyclohexyl)piperazine- 1 -carboxylate

[1898] Benzyl 4- [4-(tert-butoxycarbonylamino)cyclohexyl]piperazine-l -carboxylate (12 g) was separated by SFC (column: DAICEL CHIRALPAK AD(250mm*30mm,10um);mobile phase: [CO2- MeOH(0.1%NH3H ₂ O)];B%:20%, isocratic elution mode) to give benzyl 4-((ls,4s)-4-((tert- butoxycarbonyl)amino)cyclohexyl)piperazine- 1 -carboxylate (5 g, 41% yield, peak 1) as white solid ( ^† H NMR (400 MHz, CHLOROFORM-d) δ 7.42 - 7.31 (m, 5H), 5.15 (s, 2H), 4.71 - 4.54 (m, 1H), 3.79 - 3.66 (m, 1H), 3.53 (s, 4H), 2.52 (s, 4H), 2.32 - 2.17 (m, 1H), 1.80 (d, J= 9.6 Hz, 211), 1.68 (s, 2H), 1.61 - 1.50 (m, 4H), 1.46 (s, 9H), LC-MS (ESI ⁺ ) m/z 418.3 (M+H) ⁺ ) and benzyl 4-((lr,4r)-4-((tert- butoxycarbonyl)amino)cyclohexyl)piperazine- 1 -carboxylate (5 g, 41% yield, peak 2) as white solid ( ^† H NMR (400 MHz, CHLOROFORM-^ 5 7.37 - 7.21 (m, 4H), 5.05 (s, 2H), 4.37 - 4.24 (m, 1H), 3.46 - 3.41 (m, 4H), 3.34 - 3.18 (m, 1H), 2.44 (s, 4H), 2.19 (s, 1H), 1.99 (d, J = 11.2 Hz, 2H), 1.80 (d, J = 12.4 Hz, 2H), 1.36 (s, 9H), 1.26 (d, J = 14.0 Hz, 2H), 1.04 (dd, J = 2.0, 12.4 Hz, 2H); LC-MS (ESL) m/z 418.3 (M+H) ⁺ ). The absolute stereochemistry of the diastereomers was confirmed by 2D NMR.

Step 3 - Tert-butyl ((lr,4r)-4-(piperazin-l-yl)cyclohexyl)carbamate

[1899] To a solution of benzyl 4-[4-(tert-butoxycarbonylamino)cyclohexyl]piperazine-l-carbo xylate (1 g, 2.39 mmol) in MeOH (20 mL) was added Pd/C (500 mg, 469 pmol, 10 wt%) under N2. The suspension was degassed under vacuum and purged with H2 several times. The mixture was then stirred under H2 (15 psi) at 25 °C for 2 hrs. On completion, the mixture was filtered and concentrated in vacuo to give the title compound (7.0 g, 71% yield) yellow oil. LC-MS (ESI ⁺ ) m/z 284.1 (M+H) ⁺ .

Synthesis of [3-Fluoro-N-[(3S,4R)-3-fhioro-4-piperidyl]-4-[[4-[(3S)-3-hyd roxy-3-methyl-l- piperidyl]-5-(trifluoromethyl)pyrimidin-2-yl]amino]benzenesu lfonamide (Intermediate TF)

Step 1 - Tert-butyl (3S,4R)-3-fluoro-4-[[3-fluoro-4-[[4-[(3S)-3-hydroxy-3-methyl -l-piperidyl]-5- (trifluoromethyl)pyrimidin-2-yl]amino]phenyl]sulfonylamino]p iperidine-l-carboxylate

[1900] To a solution of 3-fhioro-4-[[4-[(3S)-3-hydroxy-3-methyl-l-piperidyl]-5- (trifluoromethyl)pyrimidin- 2-yl]amino]benzenesulfonyl chloride (200 mg, 426 pmol, Intermediate PW) in DCM (5 mL) was added tert-butyl (3S,4R)-4-amino-3-fluoro-piperidine-l-carboxylate (279 mg, 1.28 mmol, CAS# 907544-20-1), then the reaction was stirred at 25 °C for 0.2 hr. On completion, the reaction was concentrated in vacuo and purified by prep-HPLC (column: Phenomenex luna C 18 150*25mm* 1 Oum; mobile phase: [water (FA)-ACN]; gradient: 49%-79% B over 10 min) to give the title compound (220 mg, 79% yield) as white solid. ^† H NMR (400 MHz, DMSO-A) δ 9.60 (s, 1H), 8.40 (s, 1H), 8.20 - 8.00 (m, 2H), 7.75 - 7.56 (m, 2H), 4.49 (s, 1H), 4.22 - 3.99 (m, 1H), 3.84 (s, 1H), 3.73 - 3.63 (m, 1H), 3.57 - 3.43 (m, 2H), 3.30 - 3.22 (m, 2H), 3.19 - 2.86 (m, 2H), 2.79 - 2.66 (m, 1H), 1.79 (d, J= 4.4 Hz, 1H), 1.58 (s, 2H), 1.52 - 1.42 (m, 2H), 1.36 (s, 9H), 1.25 (d, J = 10.0 Hz, 1H), 1.05 (s, 3H).

Step 2 - 3-Fluoro-N-[(3S,4R)-3-fluoro-4-piperidyl]-4-[[4-[(3S)-3-hydr oxy-3-methyl-l-piperidyl]-5- (trifluoromethyl)pyrimidin-2-yl]amino]benzenesulfonamide

[1901] A solution of tert-butyl (3S,4R)-3-fluoro-4-[[3-fhioro-4-[[4-[(3S)-3-hydroxy-3-methyl -l- piperidyl]-5-(trifluoromethyl)pyrimidin-2-yl]amino]phenyl]su lfonylamino]piperidine-l -carboxylate (90 mg, 138 nmol) in DCM (1.5 mL) and TFA (0.5 mL) was stirred at 30 °C for 0.2 hr. On completion, the reaction was concentrated in vacuo to give the title compound (90 mg, 97% yield, TFA) as yellow oil. LC- MS (ESI+) m/z 551.1 (M+H) ⁺ .

Synthesis of 1- [4-(2,6-Dioxo-3-piperidyl)-3-fhioro-phenyl] piperidine-4-carbaldehyde (Intermediate TG)

Step 1 - 2,6-Dibenzyloxy-3-[4-[4-(dimethoxymethyl)-l-piperidyl]-2-flu oro-phenyl]pyridine

[1902] A mixture of 2,6-dibenzyloxy-3-(4-bromo-2-fluoro-phenyl)pyridine (2 g, 4 mmol), 4- (dimethoxymethyl)piperidine (1.03 g, 6.46 mmol, CAS# 188646-83-5), XPhos (205 mg, 430 pmol), CS2CO3 (2.81g, 8.61 mmol) and Pd2(dba)3 (394 mg, 430 pmol) in dioxane (25 mL) was degassed and purged with N2 three times. Then the mixture was stirred at 110 °C for 12 hrs under N2 atmosphere. On completion, the mixture was filtered directly and filtrate was diluted with EA (10 mL). The organic layer was washed with brine (10 mL X 2), dried over Na2SO4 and concentrated in vacuo. The residue was purified by column chromatography (SiCh, Petroleum ether/Ethyl acetate=10:l to 5:1) to give the title compound (1.6 g, 68% yield) as a white solid. ^! H NMR (400 MHz, DMSO-t/ ₆ ) δ 7.57 (d, J = 8.0 Hz, 1H), 7.46 - 7.25 (m, 10H), 7.18 (t, J= 8.8 Hz, 1H), 6.80 - 6.71 (m, 2H), 6.50 (d, J= 8.0 Hz, 1H), 5.35 (d, J= 5.6 Hz, 4H), 4.08 (d, J= 6.8 Hz, 1H), 3.77 (d, J= \2A Hz, 2H), 3.32 (s, 3H), 3.27 (s, 3H), 2.67 (t, J= 11.6 Hz, 2H), 1.81 - 1.63 (m, 3H), 1.37 - 1.21 (m, 2H).

Step 2 - 3-[4-[4-(Dimethoxymethyl)-l-piperidyl]-2-fluoro-phenyl]piper idine -2, 6-dione

[1903] To a solution of 2,6-dibenzyloxy-3-[4-[4-(dimethoxymethyl)-l-piperidyl]-2-flu oro- phenyl]pyridine (1.6 g, 3.0 mmol) in THF (16 mL) was added Pd/C (1.5 g, 1.41 mmol, 10 wt%) under N2 atmosphere. The suspension was degassed and purged with H2 three times. The mixture was stirred under H2 (15 Psi) at 20 °C for 12 hrs. On completion, the reaction was filtered and the filtrate was concentrated in vacuo to give the title compound (1 g, 93% yield) as a white solid. ¹ H NMR (400 MHz, DMSO-</ ₆ ) δ 10.79 (s, 1H), 7.05 (t, J= 8.8 Hz, 1H), 6.71 (s, 1H), 6.68 (s, 1H), 4.08 (d, J= 6.8 Hz, 1H), 3.87 (dd, J= 4.8, 12.4 Hz, 1H), 3.74 (s, 1H), 3.71 (s, 1H), 3.27 (s, 6H), 2.78 - 2.57 (m, 4H), 2.13 (dq, J= 4.0, 12.0 Hz, 1H), 2.01 - 1.90 (m, 1H), 1.80 - 1.72 (m, 1H), 1.69 (d, J= 12.4 Hz, 2H), 1.32 - 1.23 (m, 2H).

Step 3 - l-[4-(2,6-Dioxo-3-piperidyl)-3-fluoro-phenyl]piperidine-4-ca rbaldehyde

[1904] A solution of 3-[4-[4-(dimethoxymethyl)-l-piperidyl]-2-fluoro-phenyl]piper idine-2,6- dione (55 mg, 150 pmol) in HCOOH (0.5 mL) was stirred at 70 °C for 0.5 hr. On completion, the reaction was concentrated in vacuo to give the title compound (50 mg, 90% yield, FA) as yellow oil. LC-MS (ESI ⁺ ) m/z 319.2 (M+H) ⁺ .

Synthesis of 3-Fluoro-4-[[4-[(3S)-3-hydroxy-3-methyl-l-piperidyl]-5-(trif luoromethyl)pyrimidin-2- yl]amino]-N-[(3S,4R)-3-methyl-4-piperidyl]benzenesulfonamide (Intermediate TH)

Step 1 - Tert-butyl (3S,4R)-4-[[3-fluoro-4-[[4-[(3S)-3-hydroxy-3-methyl-l-piperi dyl]-5-

(trifluoromethyl)pyrimidin-2-yl]amino]phenyl]sulfonylamin o]-3-methyl-piperidine-l -carboxylate

[1905] To a solution of tert-butyl (3S,4R)-4-amino-3-methyl-piperidine-l-carboxylate (118 mg, 554 pmol, CAS# 1290191-72-8) in DCM (2 mL) was added 3-fluoro-4-[[4-[(3S)-3-hydroxy-3-methyl-l-piperidyl]-5- (trifluoromethyl) pyrirnidin-2-yl]amino]benzenesulfonyl chloride (130 mg, 277 pmol, Intermediate PW), then the mixture was stirred at 25 °C for 12 hrs. On completion, the reaction mixture was concentrated in vacuo. The residue was purified by prep-HPLC (column: Phenomenex luna C 18 150*25mm* 1 Oum; mobile phase: [water (FA)-ACN]; gradient: 53%-83% B over 10 min) to give the title compound (129 mg, 71% yield) as white solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 9.57 (s, 1H), 8.39 (s, 1H), 8.10 (t, J = 8.4 Hz, 1H), 7.76 (d, ./ - 7.6 l lz, 1H), 7.65 - 7.59 (m, 2H), 4.47 (s, 1H), 3.69 - 3.61 (m, 1H), 3.46 - 3.39 (m, 2H), 3.31 - 3.24 (m, 4H), 3.14 (s, 1H), 1.83 - 1.68 (m, 2H), 1.60 - 1.53 (m, 2H), 1.45 (dd, J = 2.4, 6.4 Hz, 1H), 1.35 (s, 11H), 1.29 (d, J= 1.2 Hz, 1H), 1.04 (s, 3H), 0.69 (d, J= 6.8 Hz, 3H); LC-MS (ESH) m/z 647.2 (M+H) ⁺ .

Step 2 - 3-Fluoro-4-[[4-[(3S)-3-hydroxy-3-methyl-l-piperidyl]-5-(trif luoromethyl)pyrimidin-2-yl]amino]- N-[(3S,4R)-3-methyl-4-piperidyl]benzenesulfonamide

[1906] To a solution of tert-butyl (3S,4R)-4-[[3-fluoro-4-[[4-[(3S)-3-hydroxy-3-methyl-l-piperi dyl]-5- (trifluoromethyl)pyrimidin-2-yl]amino]phenyl]sulfonylamino]- 3-methyl-piperidine- 1 -carboxylate (80 mg, 123 pmol) in DCM (1 mL) was added TFA (767 mg, 6.73 mmol, 0.5 mL), then the mixture was stirred at 25 °C for 0.5 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (80 mg, 97% yield, TFA) as yellow oil. LC-MS (ESI ⁺ ) m/z 547.2 (M+H) ⁺ .

Synthesis of 3-[4-[(3R)-4-[(4-aminocyclohexyl)methyl]-3-(methoxymethyl)pi perazin-l-yl]-2-fluoro - phenyl] piperidine-2, 6-dione (Intermediate TI)

Step 1 - Tert-butyl (2R)-4-[4-(2,6-dibenzyloxy-3-pyridyl)-3-fluoro-phenyl]-2-(me thoxymethyl) piperazine- 1 -carboxylate

[1907] To a solution of 2,6-dibenzyloxy-3-(4-bromo-2-fluoro-phenyl)pyridine (2.00 g, 4.31 mmol, synthesized via Step 1 of Intermediate PO) and tert-butyl (2R)-2-(methoxymethyl)piperazine-l -carboxylate (1.49 g, 6.46 mmol, CAS# 1023301-73-6), and CS2CO3 (2.81 g, 8.61 mmol) in dioxane (20 mL) was added Pd-PEPPSI-IHeptCI (419 mg, 431 pmol). Then the mixture was stirred at 100 °C for 1 hr. On completion, the mixture was concentrated in vacuo to give the residue. The residue was purified by column chromatography (SiOz, PE: EA= 100:0 to 9:1) to give the title compound (1.1 g, 41% yield) as a green oil. ^† H NMR (400 MHz, DMSO-d ₆ ) δ 7.57 (d, J = 8.0 Hz, 1H), 7.45 - 7.18 (m, 11H), 6.74 (d, J = 11.6 Hz, 2H), 6.51 (d, J = 8.0 Hz, 1H), 5,35 (d, J = 3.2 Hz, 4H), 4.21 (s, 1H), 3.86 - 3,80 (m, 1H), 3.75 - 3.59 (m, 2H), 3.56 - 3.46 (m, 1H), 3.44 - 3.37 (m, 1H), 3.26 (s, 3H), 3.16 - 3.02 (m, 1H), 2.86 - 2.84 (m, 1H), 2.75 - 2.67 (m, 1H), 1.42 (s, 9H) ; LC-MS (ESI ⁺ ) m/z 614.3 (M+H) ⁺ .

Step 2 - Tert-butyl (2R)-4-[4-(2,6-dioxo-3-piperidyl)-3-fluoro-phenyl]-2-(methox ymethyl)piperazine -1- carboxylate [1908] To a solution of Pd/C (1.00 g, 940 pmol, 10 wt%) in THF (2 mL) was added tert-butyl (2R)-4-[4- (2, 6-dibenzyloxy-3-pyridyl)-3-fluoro-phenyl]-2-(methoxymethyl)p iperazine- 1-carboxylate (1.00 g, 1.63 mmol) under N2 atmosphere. Then the mixture was degassed and charged with H2 for three times and then stirred at 40 °C under 40 psi H2 for 14 hours. On completion, the reaction was filtered and concentrated in vacuo to give the title compound (550 mg, 77% yield) as a white solid. LC-MS (ESI ⁺ ) m/z 458.1 (M+Na) ⁺ .

Step 3 - 3-[2-Fluoro-4-[(3R)-3-(methoxymethyl)piperazin-l-yl]phenyl]p iperidine-2, 6-dione

[1909] To a solution of tert-butyl (2R)-4-[4-(2,6-dioxo-3-piperidyl)-3-fluoro-phenyl]-2-(methox ymethyl) piperazine- 1-carboxylate (330 mg, 758 pmol) in DCM (4 mL) was added TFA ( 1.10 mL, 14.8 mmol), then the mixture was stirred at 25 °C for 0.5 hr. On completion, the reaction was concentrated in vacuo to give the title compound (290 mg, 85% yield, TFA) as a yellow oil. LC-MS (ESI ⁺ ) m/z 336.0 (M+H) ⁺ .

Step 4 - Tert-butyl N-[4-[[(2R)-4-[4-(2,6-dioxo-3-piperidyl)-3-fluoro-phenyl]-2-

(methoxymethyl)piperazin- 1 -yl]methyl]cyclohexyl]carbamate

[1910] To a solution of 3-[2-fluoro-4-[(3R)-3-(methoxymethyl)piperazin-l-yl]phenyl]p iperidine-2,6- dione (290 mg, 645 pmol TFA) in THF (5 mL) was added TEA (89.8 pL, 645 pmol) until the pH = 7-9. Then tert-butyl N-(4-formylcyclohexyl)carbamate (220 mg, 967.97 pmol, CAS# 181308-57-6) in THF(5 mL) and HOAc (36.9 pL, 645 pmol) was added to the mixture and the mixture was stirred at -10 °C for 0.5 hr. After 0.5 hour, NaBH(OAc)3 (274 mg, 1.29 mmol) was added and the mixture was stirred at -10° C for 0.5 hr. On completion, the mixture was quenched with water (1 mL) and filtered to give the filtrate. The filtrate was purified by prep-HPLC(column: Phenomenex luna C18 150*25mm* 10um;mobile phase: [water(FA)-ACN] gradient: 14%-44% B over 15 min) to give the title compound (150 mg, 43% yield) as a white solid. LC-MS (ESI ⁺ ) m/z 370. 1 (M+H) ⁺ . ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 10.82 (s, 1H), 7.37 - 7.02 (m, 1H), 6.98 - 6.56 (m, 3H), 3.98 - 3.73 (m, 3H), 3.66 - 3.63 (m, 1H), 3.56 - 3.46 (m, 1H), 3.37 (s, 3H), 3.30 - 3.04 (m, 6H), 3.02 - 2.78 (m, 2H), 2.76 - 2.65 (m, 1H), 2.22 - 2.07 (m, 1H), 2.03 - 1.88 (m, 2H), 1.87 - 1.65 (m, 4H), 1.37 (s, 9H), 1.27 - 0.97 (m, 4H), 0.96 - 0.67 (m, 1H). LC-MS (ESI+) m/z 547.3 (M+H) ⁺ .

Step 5 - 3-[4-[(3R)-4-[(4-aminocyclohexyl)methyl]-3-(methoxymethyl)pi perazin-l-yl]-2-fluoro- phenyl]piperidine-2, 6-dione

[1911] To a solution of tert-butyl N-[4-[[(2R)-4-[4-(2,6-dioxo-3-piperidyl)-3-fluoro-phenyl]-2- (methoxymethyl)piperazin-l-yl]methyl]cyclohexyl]carbamate (110 mg, 201 pmol) in DCM (1 mL) was added HCl/dioxane (2 M, 2 mL), then the mixture was stirred at 40 °C for 1 hr. On completion, the reaction was concentrated in vacuo to give the title compound (90 mg, 92% yield, HC1) as a white solid. LC-MS (ESI ⁺ ) m/z 447.1 (M+H) ⁺ .

Synthesis of 3-Fluoro-4-[[4-(4-hydroxy-4-methyl-l-piperidyl)-5-(trifluoro methyl)pyriniidin-2-yl] aminojbenzenesulfonyl chloride (Intermediate TJ)

Step 1 - l-[2-(4-benzylsulfanyl-2-fluoro-anilino)-5-(trifluoromethyl) pyrimidin-4-yl]-4-methyl- piperidin-4-ol

[1912] To a solution of N-(4-benzylsulfanyl-2-fhioro-phenyl)-4-chloro-5-(trifluorome thyl)pyrimidin- 2-amine (400 mg, 966 pmol, synthesized via Step 1 of Intermediate PW) and 4-methylpiperidin-4-ol (161 mg, 1.06 mmol, HC1, CAS# 3970-68-1) in ACN (1 mL) was added TEA (293 mg, 2.90 mmol, 403 pL), then the mixture was stirred at 30 °C for Ihr. On completion, the reaction was concentrated in vacuo and purified by column chromatography (SiO ₂ , PE: t£A l 0: 1 to PE: EA=2:1 , PE: EA=2: 1, Pl: Rf =0.7) to give the title compound (400 mg, 84% yield) as white solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 9.24 (s, 1H), 8.33 (s, 1H), 7.60 - 7.54 (m, 1H), 7.37 - 7.29 (m, 4H), 7.28 - 7.21 (m, 2H), 7.11 (dd, J= 2.0, 8.4 Hz, 1H), 4.43 (s, 1H), 4.26 (s, 2H), 3.69 (d, J = 13.0 Hz, 2H), 3.40 - 3.35 (m, 1H), 3.33 - 3.28 (m, 1H), 1.53 - 1.46 (m, 4H), 1.14 (s, 3H).

Step 2 - 3-Fluoro-4-[[4-(4-hydroxy-4-methyl-l-piperidyl)-5-(trifluoro methyl)pyrimidin-2- yl] amino] benzenesulfonyl chloride

[1913] To a solution of l-[2-(4-benzylsulfanyl-2-fluoro-anilino)-5-(trifluoromethyl) pyrimidin-4- yl]-4-methyl -piperidin-4-ol (200 mg, 406 pmol) in ACN (2 mL) and HO Ac (0.2 mL) was added H ₂ O (731 pg, 40.6 pmol) and NCS (162 mg, 1 .22 mmol) in the dark. Then the reaction was stirred at 30 °C for 0.5 hr in the dark. On completion, the reaction mixture was diluted with water (10 mL) and extracted with EA (10 mL X 2). The organic layer was dried over Na2SO4, filtered and concentrated in vacuo. The reaction was purified by column chromatography (SiO ₂ , PE: EA= 10: 1 to 5: 1, Rf =0.5) to give the title compound (150 mg, 78% yield) as white solid. LC-MS (ESI ⁺ ) m/z 469.1 (M+H) ⁺ . Synthesis of 3-Fluoro-N-[(3S,4R)-3-fluoro-4-piperidyl]-4-[[4-(4-hydroxy-4 -methyl-l-piperidyl)-5-

(trifluoromethyl)pyrimidin-2-yl]amino]benzenesulfonamide (Intermediate TK)

TK

Step 1 - Tert-butyl (3S,4R)-3-fluoro-4-[[3-fluoro-4-[[4-(4-hydroxy-4-methyl-l-pi peridyl)-5-

(trifluoromethyl)pyrimidin-2-yl]amino]phenyl]sulfonylamin o]piperidine-l-carboxylate

[1914] To a solution of 3-fluoro-4-[[4-(4-hydroxy-4-methyl-l-piperidyl)-5-(trifluoro methyl)pyrimidin-2- yl] amino]benzenesulfonyl chloride (200 mg, 426 pmol, Intermediate TJ) and tert-butyl (3S,4R)-4- amino- 3 -fluoro-piperidine- 1 -carboxylate (465 mg, 2.13 mmol, CAS# 907544-20-1) in DCM (3 mL) was added TEA (43.1 mg, 426 pmol), then the reaction was stirred at 30 °C for 3 hrs. On completion, the reaction mixture was diluted with water (10 mL) and extracted with DCM (20 mLX 2). The organic layer was dried over Na ₂ SO ₄ , filtered and concentrated in vacuo. The reaction was purified by prep-HPLC (column: Phenomenex Luna C18 150*25mm*10um: mobile phase: [water (LA)-ACN]; gradient: 48%-78% B over 10 min) to give the title compound (200 mg, 72% yield) white solid. ^† H NMR (400 MHz, D ISO-c#) § 9.53 (d, J= 8.4 Hz, 1H), 8.44 - 8.36 (m, 1H), 8.12 - 8.00 (m, 2H), 7.70 - 7.59 (m, 2H), 4.65 - 4.45 (m, 1H), 4.44 - 4.39 (m, 1H), 4.18 - 4.02 (m, 1H), 3.91 - 3.79 (m, 1H), 3.74 (d, J = 13.2 Hz, 2H), 3.59 - 3.45 (m, 1H), 3.43 - 3.35 (m, 4H), 1.57 - 1.47 (m, 5H), 1.36 (s, 9H), 1.28 - 1.21 (m, 1H), 1.14 (s, 3H).

Step 2 - 3-Fluoro-N-[(3S,4R)-3-fluoro-4-piperidyl]-4-[[4-(4-hydroxy-4 -methyl-l-piperidyl)-5-

(trifluoromethyl)pyrimidin-2-yl]amino]benzenesulfonamide

[1915] A solution of tert-butyl (3S,4R)-3-fluoro-4-[[3-fluoro-4-[[4-(4-hydroxy-4-methyl-l-pi peridyl)-5- (trifluoromethyl)pyrimidin-2-yl]amino]phenyl]sulfonylamino]p iperidine-l-carboxylate (50 mg, 76.8 pmol) in DCM (0.9 mL) and TFA (0.3 mL) was stirred at 30 °C for 0.5 hr. On completion, the reaction was concentrated in vacuo to give the title compound (50 mg, 97% yield, TFA) as yellow oil. LC-MS (ESI ⁺ ) m/z 551.2 (M+H) ⁺ . Synthesis of l-[4-(2,6-Dioxo-3-piperidyl)-3,5-difhioro-phenyl]piperidine- 4-carbaldehyde

(Intermediate TL)

Step 1 - 2,6-Dibenzyloxy-3-(4-bromo-2,6-difluoro-phenyl)pyridine

[1916] A mixture of 5-bromo-l,3-difluoro-2-iodo-benzene (3 g, 9.41 mmol, CAS# 160976-02-3), 2,6- dibenzyloxy-3-(4,4,5,5-tetramethyl-l,3,2-dioxaborolan-2-yl)p yridine (3.14 g, 7.53 mmol, CAS# 2152673- 80-6), Pd(dppf)C12.CH ₂ C12 (768 mg, 940 pmol), and K ₂ CO ₃ (3.90 g, 28.2 mmol) in dioxane (30 mL) and H ₂ O (6 mL) was degassed and purged with N2 three times. Then the mixture was stirred at 80 °C for 2 hrs under N 2 atmosphere. On completion, the reaction was filtered directly and filtrate was diluted with EA ( 10 mL). The organic layer was washed with brine (10 mLX 2), dried over Na ₂ SO4 and concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate=80: 1 to 50: 1) to give the title compound (1.1 g, 24% yield) as colorless oil. LC-MS (ESI ⁺ ) m/z 482 (M+H) ⁺ .

Step 2 - 2,6-Dibenzyloxy-3-[4-[4-(dimethoxymethyl)-l-piperidyl]-2,6-d ifluoro-phenyl]pyridine

[1917] A mixture of 2,6-dibenzyloxy-3-(4-bromo-2,6-difluoro-phenyl)pyridine (1.65 g, 3.42 mmol) , 4- (dimethoxymethyl)piperidine (817 mg, 5.13 mmol, CAS# 188646-83-5), CS2CO3 (3.34 g, 10.2 mmol), 1,3- bis [2,6-bis(l-propylbutyl)phenyl]-4,5-dichloro-2H-imidazol-l-iu m-2-ide;3-chloropyridine dichloropalladium (332 mg, 342 pmol) in dioxane (15 mL) was degassed and purged with N2 three times. Then the mixture was stirred at 110 °C for 4 hrs under N2 atmosphere. On completion, the reaction was filtered directly and filtrate was diluted with EA (30 mL). The organic layer was washed with H ₂ O (20 mL X 2), dried over Na ₂ SO ₄ and concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate=20:l to 10:1) to give the title compound (1.2 g, 62% yield) as white solid. ¹ H NMR (400 MHz, DMSO-A) δ 7.58 (d, J = 8.0 Hz, 1H), 7.45 - 7.23 (m, 10H), 6.66 (d, 11.6

Hz, 2H), 6.52 (d, J= 8.0 Hz, 1H), 5.34 (d, J= 8.0 Hz, 4H), 4.07 (d, J= 6.8 Hz, 1H), 3.81 (d, J= 12.8 Hz, 2H), 3.32 (s, 1H), 3.27 (s, 5H), 2.77 - 2.67 (m, 2H), 1.84 - 1.73 (m, 1H), 1.68 (d, J = 13.2 Hz, 2H), 1.33 - 1.21 (m, 2H); LC-MS (ESI ⁺ ) m/z 561.4 (M+H) ⁺ .

Step 3 - 3-[4-[4-(Dimethoxymethyl)-l-piperidyl]-2,6-difluoro-phenyl]p iperidine-2, 6-dione

[1918] To a solution of 2,6-dibenzyloxy-3-[4-[4-(dimethoxymethyl)-l-piperidyl]-2,6-d ifluoro- phenyl]pyridine (1.2 g, 2.14 mmol) in THF (10 mL) was added Pd/C (1 g, 939 pmol. 10 wt%) under N2 atmosphere. The suspension was degassed and purged with H2 three times. The mixture was then stirred under H2 (15 Psi) at 20 °C for 12 hrs. On completion, the combined organic phase is filtered directly and filtered was concentrated in vacuo to give the title compound (760 mg, 92% yield) as white solid. LC-MS (ESL) m/z 383.2 (M+H) ⁺ .

Step 4 - l-[4-(2,6-Dioxo-3-piperidyl)-3,5-difluoro-phenyl]piperidine- 4-carbaldehyde

[1919] A solution of 3-[4-[4-(dimethoxymethyl)-l-piperidyl]-2,6-difluoro-phenyl]p iperidine-2, 6-dione (44 mg, 115 pmol) in HCOOH (1 mL) was stirred at 80 °C for 1 hr. On completion, the reaction was concentrated in vacuo to give the title compound (43 mg, 97% yield) as colorless oil. LC-MS (ESI ⁺ ) m/z 355.2 (M+18) ⁺ .

Synthesis of l-[4-(2,6-Dioxo-3-piperidyl)phenyl]piperidine-4-carbaldehyde (Intermediate TM) Step 1 - 2,6-Dibenzyloxy-3-[4-[4-(dimethoxymethyl)-l-piperidyl]phenyl ]pyridine

[1920] To a solution of 2,6-dibenzyloxy-3-(4-bromophenyl)pyridine (2 g, 4.48 mmol, Intermediate SD) and 4-(dimethoxymethyl)piperidine (1.07 g, 6.72 mmol, CAS# 188646-83-5) in dioxane (15 mL) was added Pd2(dba)3 (410 mg, 448 pmol), XPhos (213 mg, 448 pmol) and CS2CO3 (2.92 g, 8.96 mmol), then the mixture was stirred at 100 °C for 16 hrs. On completion, the reaction mixture diluted with water (20 mL) and extracted with EA (80 mL X 2). The combined organic layers were washed with water (50 mL X 2), dried over Na ₂ SO ₄ , filtered and concentrated under reduced pressure. The residue was purified by column chromatography (Silica gel, EA in PE, 8%, v/v) to give the title compound (1.93 g, 82% yield) as white solid. ¹ H NMR (400 MHz, DMSO-t/ ₆ ) δ 7.67 (d,J = 8.0 Hz, 1H), 7.48 - 7.25 (m, 12H), 6.92 (d, J= 8.8 Hz, 2H), 6.51 (d, 8.0 Hz, 1H), 5.75 (s, 1H), 5.37 (d, J= 17.2 Hz, 4H), 4.07 (d, J= 6.4 Hz, 1H), 3.73 (d, ./“

12.4 Hz, 2H), 3.27 (s, 6H), 2.69 - 2.56 (m, 2H), 1.76 - 1.63 (m, 3H), 1.40 - 1.23 (m, 2H).

Step 2 - 3-[4-[4-(Dimethoxymethyl)-l-piperidyl]phenyl]piperidine-2, 6-dione

[1921] To a solution of 2,6-dibenzyloxy-3-[4-[4-(dimethoxymethyl)-l-piperidyl]phenyl ]pyridine (1.9 g, 3.6 mmol) inTHF (20 mL) was added Pd/C (1 g, 939 pmol, 10 wt%), then the mixture was stirred at 25 °C for 16 hrs under H2. On completion, the reaction was filtered and concentrated in vacuo to give the title compound (1.1 g, 88% yield) as white solid. ¹ H NMR (400 MHz, DMSO-^e) δ 10.76 (s, 1H), 7.03 (d, J =

8.4 Hz, 2H), 6.87 (d, J= 8.4 Hz, 2H), 4.08 (d, J= 6.4 Hz, 1H), 3.74 - 3.69 (m, 1H), 3.65 (s, 1H), 3.27 (s, 6H), 2.62 - 2.55 (m, 2H), 2.50 (s, 2H), 2.48 - 2.41 (m, 1H), 2.17 - 2.06 (m, 1H), 2.04 - 1.96 (m, 1H), 1.70 (d, J= 9.6 Hz, 3H), 1.38 - 1.25 (m, 2H).

Step 3 - l-[4-(2,6-Dioxo-3-piperidyl)phenyl]piperidine-4-carbaldehyde

[1922] A mixture of 3-[4-[4-(dimethoxymethyl)-l-piperidyl]phenyl]piperidine-2, 6-dione (50 mg, 144 pmol) in FA (0.5 mL) was stirred at 80 °C for 1 hr. On completion, the reaction was concentrated in vacuo to give the title compound (49 mg, 98% yield, FA) as yellow solid. LC-MS (ESI ⁺ ) m/z 301.0 (M+H) ⁺ .

Synthesis of l-[3-(2,6-Dioxo-3-piperidyl)-l-methyl-indazol-6-yl]piperidin e-4-carbaldehyde (Intermediate TN)

Step 1 - 6-Bromo-3-iodo-l -methyl- indazole

[1923] To a solution of 6-bromo-l-methyl-indazole (5 g, 23.6 mmol, CAS# 590417-94-0) in DMSO (50 mL) was added NIS (6.40 g, 28.4 mmol) at 25 °C under N2. The reaction was then stirred at 90 °C for 16 hrs under N2. On completion, the reaction was diluted with EA (200 mL). The organic layer was washed with water ( 100 mL X 3), dried over Na ₂ SO ₄ and concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate- 100/ 1 to 20/1) to give the title compound (7.98 g, 100% yield) as yellow solid. ¹ H NMR (400 MHz, DMSO-A) δ 8.03 (s, 1H), 7.38 - 7.29 (m, 2H), 4.05 (s, 3H); LC-MS (ESI ⁺ ) m/z 336.6 (M+H) ⁺ .

Step 2 - 6-Bromo-3-(2,6-dibenzyloxy-3-pyridyl)-l-methyl-indazole

[1924] To a solution of 6-bromo-3-iodo-l-methyl-indazole (3 g, 8.90 mmol), 2,6-dibenzyloxy-3- (4,4,5,5-tetramethyl-l,3,2-dioxaborolan-2-yl)pyridine (3.72 g, 8.90 mmol, CAS# 2152673-80-6) and Pd(dppf)C12 (6.51 g, 8.90 mmol) in dioxane (30 mL) and H ₂ O (6 mL) was added K ₂ CO ₃ (3.69 g, 26.7 mmol). The reaction was then stirred at 80 °C for 2 hrs under N2. On completion, the reaction was diluted with EA (80 mL). The organic layer was washed with water (80 mL X 2), dried over Na ₂ SO ₄ and concentrated in vacuo. The residue was purified by flash silica gel chromatography (ISCO®; 80 g SepaFlash® Silica Flash Column, Eluent of 0—10% Ethyl acetate/Petroleum ether gradient @ 100 mL/min) to give the title compound (2.92 g, 65% yield) as yellow solid. ¹ H NMR (400 MHz, DMSO-de) δ 7.96 (d, J= 1.2 Hz, 1H), 7.91 (d, J= 8.0 Hz, 1H), 7.62 (d, J= 8.4 Hz, 1H), 7.49 - 7.45 (m, 2H), 7.41 - 7.28 (m, 8H), 7.12 (dd, J= 1.6, 8.4 Hz, 1H), 6.60 (d, J = 8.0 Hz, 1H), 5.44 (d, J = 8.0 Hz, 4H), 4.05 (s, 3H); LC-MS (ESH) m/z 501.8 (M+H) ⁺ .

Step 3 - 3-(2,6-Dibenzyloxy-3-pyridyl)-6-[4-(dimethoxymethyl)-l -piperidyl]- 1-methyl-indazole

[1925] To a solution of 6-bromo-3-(2,6-dibenzyloxy-3-pyridyl)- 1-methyl-indazole (1 g, 2.00 mmol), 4-(dimethoxymethyl)piperidine (477 mg, 3.00 mmol, CAS# 188646-83-5) and XantPhos Pd G3 (189 mg, 199 pmol) in dioxane (15 mL) was added CS2CO3 (1.95 g, 6.00 mmol). The reaction was then stirred at 110 °C for 16 hrs under N2. On completion, the reaction was diluted with EA (50 mL). The organic layer was washed with water (50 mL X 2), dried over Na ₂ SO ₄ and concentrated in vacuo. The residue was purified by flash silica gel chromatography (ISCO®; 20 g SepaFlash® Silica Flash Column, Eluent of 0-30% Ethyl acetate/Petroleum ether gradient @ 80 mL/min) to give the title compound (835 mg, 72% yield) as yellow oil. ¹ H NMR (400 MHz, DMSO-<4) δ 7.88 (d, J= 8.0 Hz, 1H), 7.49 - 7.28 (m, 11H), 6.84 - 6.76 (m, 2H), 6.56 (d, J = 8.0 Hz, 1H), 5.43 (d, J= 13.2 Hz, 4H), 4.10 (d, J = 6.4 Hz, 1H), 3.95 (s, 3H), 3.79 (d, J= 12.4 Hz, 2H), 3.28 (s, 6H), 2.72 - 2.65 (m, 2H), 1.80 - 1.70 (m, 3H), 1.44 - 1.31 (m, 2H); LC-MS (ESI ⁺ ) m/z 579.3 (M+H) ⁺ .

Step 4 - 3-[6-[4-(Dimethoxymethyl)-l-piperidyl]-l-methyl-indazol-3-yl ]piperidine-2, 6-dione

[1926] To a solution of 3-(2,6-dibenzyloxy-3-pyridyl)-6-[4-(dimethoxymethyl)-l-piper idyl]-l- methyl- indazole (400 mg, 691 pmol) in THF (20 mL) was added Pd/C (300 mg, 281 pmol, 10 wt%) under H2. The suspension was degassed under vacuum and purged with H2 several times. The mixture was then stirred under H2 (15 psi) at 25 °C for 16 hrs. On completion, the reaction mixture was filtered and the filtrated was concentrated in vacuo to give the title compound (250 mg, 90% yield) as yellow oil. ¹ H NMR (400 MHz, DMSO-t/g) δ 10.84 (s, 1H), 1A1 (d, J= 9.2 Hz, 1H), 6.89 (dd, J= 1.6, 8.8 Hz, 1H), 6.82 (s, 1H), 4.29 - 4.21 (m, 2H), 4.10 (d, J= 6.8 Hz, 1H), 3.88 (s, 3H), 3.83 - 3.77 (m, 2H), 3.28 (s, 6H), 3.25 - 3.23 (m, 1H), 2.72 - 2.65 (m, 2H), 2.42 (t, J = 8.0 Hz, 1H), 2.20 - 2.08 (m, 2H), 1.73 (d, J = 10.4 Hz, 2H), 1.43 - 1.31 (m, 2H); LC-MS (ESI ⁺ ) m/z 401.0 (M+H) ⁺ .

Step 5 - l-[3-(2,6-Dioxo-3-piperidyl)-l-methyl-indazol-6-yl]piperidin e-4-carbaldehyde

[1927] A mixture of 3-[6-[4-(dimethoxymethyl)-l-piperidyl]-l-methyl-indazol-3-yl ]piperidine-2,6- dione (60mg, 149 pmol) in HCOOH (1.5 mL) was stirred at 70 °C for 1 hr. On completion, the reaction was concentrated in vacuo to give the title compound (53 mg, 99% yield) as brown oil. LC-MS (ESI ⁺ ) m/z 373.0 (M+18+H) ⁺ .

Example 2. Preparation of Compounds of the Invention (Method 1) Synthesis of N- [(lR)-2- [4- [ [4- [l-(2,6-dioxo-3-piperidyl)-3-methyl-2-oxo-benzimidazol-4-yl] piperazin

-l-yl]methyl]cyclohexoxy]-l-methyl-ethyl]-4-[[4-[(3S)-3-h ydroxy-3-methyl-l-piperidyl]-5-

(trifhioromethyl)pyrimidin-2-yl]amino]-3-methyl-benzenesu lfonamide (1-766)

[1928] To a solution of 3-[4-[4-[[4-[(2R)-2-aminopropoxy]cyclohexyl]methyl]piperazin -l-yl]-3-methyl- 2-oxo-benzimidazol-l-yl]piperidine-2, 6-dione (55.0 mg, 87.7 pmol, Intermediate NZ) in DCM (1 mL) was added TEA(8.88 mg, 87.7 pmol) until the pl 1 8-10. Then 4-[[4-[(3S)-3-hydroxy-3-methyl-l-piperidyl]-5- (trifluoromethyl)pyrimidin-2-yl]amino]-3-methyl-benzenesulfo nyl chloride (33.0 mg, 70.9 pmol, Intermediate OA) was added and the mixture was stirred at 25 °C for 0.5 hr. On completion, the mixture was concentrated in vacuo to give the residue. The residue was purified by prep-HPLC (column: Waters xbridge 150*25mm lOum; mobile phase: [water( NH4HCO3)-ACN];gradient:42%-72% B over 18 min) to give the title compound (11.3 mg, 13% yield) as white solid. ’H NMR (400 MHz, DMSO-^e) δ 11.09 (s, 1H), 9.09 (s, 1H), 8.34 (s, 1H), 7.88 (d, J= 8.8 Hz, 1H), 7.64 (s, 1H), 7.62 - 7.58 (m, 1H), 7.47 (d, J= 7.6 Hz, 1H), 7.00 - 6.95 (m, 1H), 6.92 (s, 1H), 6.90 - 6.86 (m, 1H), 5.35 (dd, J= 5.2, 12.4 Hz, 1H), 4.47 (s, 1H), 3.60 (s, 3H), 3.41 (d, J= 12.8 Hz, 1H), 3.26 (d, J= 12.4 Hz, 3H), 3.15 - 3.10 (m, 1H), 3.01 - 2.78 (m, 7H), 2.71 - 2.62 (m, 4H), 2.33 (s, 3H), 2.08 (d, J= 6.8 Hz, 2H), 2.02 - 1.93 (m, 2H), 1.87 - 1.78 (m, 3H), 1.78 - 1.69 (m, 3H), 1.56 (d, J= 2.8 Hz, 2H), 1.50 - 1.31 (m, 3H), 1.23 (s, 1H), 1.04 (s, 3H), 0.99 (d, J = 14.4 Hz, 2H), 0.92 (d, J= 6.4 Hz, 3H), 0.80 - 0.76 (m, 1H); LC-MS (ESI+) m/z 941.3 (M+H) ⁺ .

Table 2. Compounds synthesized via Method 1, with the coupling of the corresponding amines and sulfonyl chlorides. reaction was run anywhere from 25-50 °C for 0.5-3 hrs. The final compounds were purified via standard techniques including prep-HPLC and various chromatography techniques. ^b The product of the coupling was further deprotected with HC1 in dioxane or MeOH for 0.5-2 hr at 35-40 °C. The final cmpd was purified by prep-HPLC.

Example 3. Preparation of Compounds of the Invention (Method 4) Synthesis of 3- [4- [4- [2- [4- [4- [(7 ^† -Cyclopentyl-6 ^† -oxo-spiro [cyclopropane-1, 5 ^† -pyrrolo [2,3- d]pyrimidine]-2 ^† -yl)amino]-3-methyl-phenyl]sulfonyl-l-piperidyl]ethyl] piperazin-l-yl]-3-methyl-2- oxo-benzimidazol-l-yl]piperidine-2, 6-dione (1-50)

Step 1 - 3-[4-[4-[2-[4-[4-[(7 ^† -Cyclopentyl-6 ^† -oxo-spiro[cyclopropane-l,5 ^† -pyrrolo[2,3-d]pyrimidine]- 2 ^† - yl)amino]-3-methyl-phenyl]sulfonyl-l-piperidyl]ethyl]piperaz in-l-yl]-3-methyl-2-oxo-benzimidazol-l- yl]-l-[(4-methoxyphenyl)methyl]piperidine-2, 6-dione

[1929] To a solution of l-[(4-methoxyphenyl)methyl]-3-(3-methyl-2-oxo-4-piperazin-l- yl-benzimidazol- 1-yl) piperidine-2, 6-dione (105 mg, 182 umol, TFA, Intermediate OU) in ACN (2 mL) was added DIEA (95.2 uL, 546 umol). Then 2-[4-[4-[(7 ^† -cyclopentyl-6 ^† -oxo-spiro[cyclopropane-l,5 ^† -pyrrolo [2,3- d]pyrimidine]-2 ^† -yl)amino]-3-methyl-phenyl]sulfonyl-l-piperidyl]ethyl methanesulfonate (110 mg, 182 umol, Intermediate OT) was added, and the mixture was stirred at 50 °C for 10 hrs. On completion, the mixture was filtered and the filtrate was concentrated in vacuo to give the residue. The residue was purified byprep-HPLC (column: Phenomenex luna C18 150*25mm* lOum: mobile phase: [water (FA)-ACN]; B%: 25%-55%, 8min) to give the title compound (25.0 mg, 14 % yield) as white solid. ¹ H NMR (400 MHz, DMSO-<A) 5 8.94 (s, 1H), 8.01 - 7.95 (m, 2H), 7.66 (d, J = 1.6 Hz, 1H), 7.63 - 7.58 (m, 1H), 7.20 (d, J = 8.8 Hz, 2H), 6.94 - 6.89 (m, 2H), 6.87 - 6.82 (m, 2H), 6.81 - 6.73 (m, 1H), 5.52 - 5.47 (m, 1H), 4.84 - 4.70 (m, 3H), 3.72 (s, 3H), 3.61 (s, 3H), 3.08 - 2.92 (m, 8H), 2.80 - 2.71 (m, 4H), 2.37 (s, 4H), 2.15 - 2.00 (m, 6H), 1.94 - 1.73 (m, 9H), 1.71 - 1.67 (m, 3H), 1.56 - 1.48 (m, 6H). LC-MS (ESI ⁺ ) m/z 971.4 (M+H) ⁺ .

Step 2 - 3-[4-[4-[2-[4-[4-[(7 ^† -Cyclopentyl-6 ^† -oxo-spiro[cyclopropane-l,5 ^† -pyrrolo[2,3-d]pyrimidine] -2 ^† - yl)amino]-3-methyl-phenyl]sulfonyl-l-piperidyl]ethyl]piperaz in-l-yl]-3-methyl-2-oxo-benzimidazol-l- yl]piperidine-2, 6-dione

[1930] A solution of 3-[4-[4-[2-[4-[4-[(7 ^† -cyclopentyl-6 ^† -oxo-spiro[cyclopropane-l,5 ^† -pyrrolo[2,3-d] pyrimidine]-2 ^† -yl)amino]-3-rnethyl-phenyl]sulfonyl- 1 -piperidyl]ethyl]piperazin- 1 -yl]-3-methyl-2-oxo- benzimidazol- 1 -yl]- 1 - [(4-methoxyphenyl)methyl]piperidine-2, 6-dione (20.0 mg, 20.6 umol) in TEA ( 1 mL) and TfOH (0.3 mL) was stirred at 70 °C for 1 hr. On completion, the mixture was concentrated in vacuo to give the residue. The residue was diluted with ACN ( 1 mL) and then TEA was added to adjust pH=2-3. The residue was purified by prep-HPLC (column: Welch Ultimate C18 150*25mm*5um; mobile phase: [water (NbUHCOij-ACN]; B%: 34%-64%, lOmin) to give the title compound (4.45 mg, 25% yield) as white solid. ¹ H NMR (400 MHz, DMSO-i/e) δ 11.08 (s, 1H), 8.92 (s, 1H), 7.96 (t, J = 4.4 Hz, 2H), 7.65 (s, 1H), 7.60 (d, J= 8.0 Hz, 1H), 6.99 - 6.93 (m, 1H), 6.92 - 6.85 (m, 2H), 5.35 - 5.31 (m, 1H), 4.74 - 4.69 (m, 1H), 3.60 (s, 3H), 3.18 - 3.09 (m, 2H), 2.99 - 2.83 (m, 8H), 2.69 - 2.65 (m, 2H), 2.43 (s, 4H), 2.36 (s, 3H), 2.11 - 2.04 (m, 2H), 1.97 (s, 2H), 1.96 - 1.89 (m, 2H), 1.84 - 1.67 (m, 9H), 1.57 - 1.47 (m, 6H). LC-MS (ESI ⁺ ) m/z 851.3 (M+H) ⁺ .

Example 4. Preparation of Compounds of the Invention (Method 7)

Synthesis of 3-[5-[l-[[4-[3-[4-[(6-Chloro-8-cyclopentyl-7-oxo-pyrido[2,3- d]pyrimidin-2-yl)aniino]- 3- methyl-phenyl]sulfonylpropoxy]cyclohexyl]methyl]-4-piperidyl ]-3-methyl-2-oxo-benziniidazol-l- yl]piperidine-2, 6-dione (1-3)

[1931] To a solution of 4-[3-[4-[(6-chloro-8-cyclopentyl-7-oxo-pyrido[2,3-d]pyrimidi n-2-yl)amino] -3- methyl-phenyl]sulfonylpropoxy]cyclohexanecarbaldehyde (31.0 mg, 52.8 umol, Intermediate CX) in THF (1 mL) was added KOAc (51.8 mg, 527 umol) and 3-[3-methyl-2-oxo-5-(4-piperidyl)benzimidazol- 1- yl]piperidine-2, 6-dione (19.8 mg, 58.0 umol, Intermediate DB) at 0 °C. After 30 minutes, NaBH(OAc)3 (5.60 mg, 26.4 umol) was added dropwise at 0 °C and the mixture was stirred at 0 °C for 2 hrs. On completion, the mixture was filtered and concentrated in vacuo to give a residue. The residue was purified byprep-HPLC (column: Phenomenex luna C18 150*25mm* lOum: mobile phase: [water (FA)-ACN]; B%: 22%-52%, 15 min) to give the title compound (8.58 mg, 17% yield, FA salt) as a white solid. ^† H NMR (400 MHz, DMSO-4) 5 11.09 (s, 1H), 9.74 (s, 1H), 8.77 (s, 1H), 8.19 (s, 1H), 7.85 - 7.78 (m, 2H), 7.72 (d, J= 8.4 Hz, 1H), 7.09 (s, 1H), 6.99 (d, J = 8.4 Hz, 1H), 6.89 (d, J = 8.0 Hz, 1H), 5.80 - 5.69 (m, 1H), 5.33 (dd, ./ - 5.2, 12.8 Hz, 1H), 3.32 (s, 3H), 3.30 (s, 2H), 3.12 - 2.99 (m, 2H), 2.88 (d, J= 10.0 Hz, 2H), 2.72 - 2.61 (m, 4H), 2.37 (s, 3H), 2.12 - 2.07 (m, 2H), 2.04 (d, J = 7.2 Hz, 2H), 1.91 - 1.87 (m, 3H), 1.79 - 1.64 (m, 14H), 1.53 - 1.37 (m, 4H), 1.10 - 1.00 (m, 2H), 0.86 - 0.75 (m, 2H). LC-MS (ESI ⁺ ) m/z 913.8 (M+H) ⁺ .

Table 3: Compounds synthesized via Method 7, the reductive amination of the corresponding amines and aldehyde/ketones. ^a The reductive amination was performed under standard conditions from -10 C to 25 °C for 1-2 hrs. TEA and HOAc were also used as the base in place of KO Ac. The final products were purified under standard techniques including prep-HPLC and chromatography. ^b The product of the reductive amination was further deprotected with TfOH/TFA at 70 °C for 0.5-1 hr. The final compound was then purified via prep-HPLC. ^c The 1H NMR data was reported with CD3OD as the solvent.

Example 5. Preparation of Compounds of the Invention (Alternative Methods)

Syntheses of N- [4- [ [4- [3-chloro-4- [(3S)-2,6-dioxo-3-piperidyl] phenyl] pipe razin-1- yl]methyl]cyclohexyl]-4-[[4-[(3S)-3-hydroxy-3-methyl-l-piper idyl]-5-(trifluoromethyl)pyrimidin-2- yl]amino]-3-methyl-benzenesulfonamide (1-809) and N-[4-[[4-[3-chloro-4-[(3R)-2,6-dioxo-3- piperidyl] phenyl] piperazin-l-yl]methyl]cyclohexyl]-4-[[4-[(3S)-3-hydroxy-3-me thyl-l-piperidyl]-5- (trifluoromethyl)pyrimidin-2-yl]amino]-3-niethyl-benzenesulf onaniide (1-817)

[1932] N-[4-[[4-[3-chloro-4-(2,6-dioxo-3-piperidyl)phenyl]piperazin -l-yl]methyl]cyclohexyl]-4-[[4-

[(3S)-3-hydroxy-3-methyl-l-piperidyl]-5-(trifluoromethyl) pyrimidin-2-yl]amino]-3-methyl- benzenesulfonamide (250 mg, 295 pmol, 1-745) was separated by SFC (column: REGIS (R,R)WHELK- Ol(250mm*25mm, 10 um);mobile phase: [CO2-ACN/MeOH(0.1% NH3'H ₂ O)];B%:70%, isocratic elution mode) to give two peaks. The absolute stereochemistry of the diastereomers was assigned arbitrarily. N- [4-[[4-[3-chloro-4-[(3S)-2,6-dioxo-3-piperidyl]phenyl]pipera zin-l-yl]methyl]cyclohexyl]-4-[[4-[(3S)-3- hydroxy-3-methyl-l-piperidyl]-5-(trifluoromethyl)pyrimidin-2 -yl]amino]-3-methyl-benzenesulfonamide (99.5 mg, 40% yield, peak 1) was further purified by prep-HPLC (column: Waters xbridge 150*25mm 10um;mobile phase: [water(NH4HCO3)-ACN];gradient:46%-76% B over 10 min) to give N-[4-[[4-[3- chloro-4-[(3S)-2,6-dioxo-3-piperidyl]phenyl]piperazin-l-yl]m ethyl]cyclohexyl]-4-[[4-[(3S)-3-hydroxy-3- methyl- 1 -piperidyl]-5-(trifluoromethyl)pyrimidin-2-yl]amino]-3-methy l-benzenesulfonamide (99.5 mg, 40% yield) as white solid. >H NMR (400 MHz, DMSO-d ₆ ) δ 10.82 (s, 1H), 9.09 (s, 1H), 8.34 (s, 1H), 7.82 (d, J = 8.4 Hz, 1H), 7.64 (d, J= 2.0 Hz, 1H), 7.60 - 7.57 (m, 1H), 7.52 (s, 1H), 7.10 (d, J = 8.8 Hz, 1H), 6.91 (d, J = 2.4 Hz, 1H), 6.87 - 6.84 (m, 1H), 4.45 (s, 1H), 4.05 - 4.01 (m, , 1H), 3.65 - 3.56 (m, 1H), 3.41 - 3.38 (m, 1H), 3.28 - 3.20 (m, 2H), 3.11 (s, 4H), 2.91 - 2.82 (m, 1H), 2.78 - 2.66 (m, 1H), 2.47 - 2.46 (m, 1H), 2.39 (s, 4H), 2.32 (s, 3H), 2.23 - 2.19 (m, 1H), 2.04 - 2.03 (m, 2H), 1.98 - 1.86 (m, 1H), 1.80 - 1.73 (m, 1H), 1.72 - 1.62 (m, 4H), 1.59 - 1.51 (m, 2H), 1.45 - 1.31 (m, 2H), 1.19 - 1.08 (m, 2H), 1.03 (s, 3H), 0.85 - 0.71 (m, 2H); LC-MS (ES1 ⁺ ) m/z 847.1 (M+H) ⁺ .

[1933] N-[4-[[4-[3-chloro-4-[(3R)-2,6-dioxo-3-piperidyl]phenyl]pipe razin-l-yl]methyl] cyclohexyl]-4- [[4-[(3S)-3-hydroxy-3-methyl-l-piperidyl]-5-(trifluoromethyl ) pyrimidin-2-yl]amino]-3-methyl- benzenesulfonamide (100 mg, 118 ptnol, peak 2) was further purified by prep-HPLC (column: Waters xbridge 150*25mm 10um;mobile phase: [water(NH4HCO3)-ACN];gradient:46%-76% B over 10 min) to give N-[4-[[4-[3-chloro-4-[(3R)-2,6-dioxo-3-piperidyl]phenyl]pipe razin-l-yl]methyl]cyclohexyl]-4-[[4- [(3S)-3-hydroxy-3-methyl-l-piperidyl]-5-(trifluoromethyl)pyr imidin-2-yl]amino]-3-methyl- benzenesulfonamide (78.1 mg, 78% yield) as white solid. ¹ H NMR (400 MHz, DMSO-tZe) δ 10.82 (s, 1H), 9.09 (s, 1H), 8.34 (s, 1H), 7.83 (d, 7 - 8.4 Hz, 1H), 7.64 (cl, 7 - 2.0 Hz, 1H), 7.60 - 7.57 (m, 1H), 7.52 (d,J = 6.0 Hz, 1H), 7.10 (d, J= 8.8 Hz, 1H), 6.91 (d, J= 2.4 Hz, 1H), 6.87 - 6.84 (m, 1H), 4.45 (s, 1H), 4.05 - 4.01 (m, 1H), 3.61 - 3.58 (m, 1H), 3,41 - 3.38 (m, 1H), 3.28 - 3,20 (m, 2H), 3.11 (s, 4H), 2.92 - 2.82 (m, 1H), 2.78 - 2.67 (m, 1H), 2.47 - 2.46 (m, 1H), 2.39 (s, 4H), 2.32 (s, 3H), 2.23 - 2.19 (m, 1H), 2.04 - 2.03 (m, 2H), 1.97 - 1.88 (m, 1H), 1.80 - 1.73 (m, 1H), 1.69 - 1.62 (m, 4H), 1.59 - 1.50 (m, 2H), 1.46 - 1.30 (m, 2H), 1.20 - 1.07 (m, 2H), 1.03 (s, 3H), 0.85 - 0.70 (m, 2H); LC-MS (ESH) m/z 847.1 (M+H) ⁺ .

Example 6. CDK2 degradation in MKN1 cells

[1934] Degradation of CDK2 in MKN1 cells was measured using AlphaLISA technology (PerkinElmer ALSU-TCDK2-A10K). MKN1 cells were maintained in RPMI1640 medium containing 10% FBS + IX penn/strep. Cells were seeded in 96-well plates (Coming 3599) at a density of 2e4 cells per well in 80 pL of fresh complete growth medium. Cells were incubated overnight at 37°C, 5% CO2. Compounds were then added to the cell assay plates with a final top concentration of 10 pM in a 1 :5 dilution series with a total of 11 doses (0.001 nM - 10 pM). The final volume per well was 160 pL and the final DMSO concentration was 0.1%. Additionally, wells containing no cells and only complete growth medium were also maintained on the cell assay plates (‘no cell’ wells) and processed along with experimental wells. After 14 hour-incubation at 37°C, 5% CO2, the medium was removed and the cells were washed once with 100 pL of IX PBS. Following removal of PBS, 40 pL of IX Lysis Buffer containing IX protease and phosphatase inhibitors (Roche 4693116001; Roche 4906837001) were added to each well. The cell assay plate was agitated on a plate shaker at 350 rpm for 10 minutes at room temperature. 10 pL of each cell lysate were transferred to a 384-well plate (PerkinElmer 6007290). 10 pL of control lysates (from PerkinElmer ALSU-TCDK2-A10K kit) were added to separate wells to generate a standard curve. Activation Buffer was prepared by diluting 25 -fold in combined Reaction Buffer 1 and Reaction Buffer 2. Acceptor Beads were diluted 50-fold in combined Reaction Buffers. 5 pL of Acceptor Mix were added to each well. The plate was sealed with Topseal-A adhesive film, covered with foil, and incubated in the dark for 1 hour at room temperature. Under subdued light, the Donor Beads were diluted 50-fold in Dilution Buffer. 5 pL of Donor Mix were added to each well under subdued light. The plate was sealed with Topseal- A adhesive film, covered with foil, and incubated in the dark for 1 hour at room temperature. Under subdued light, the plates were analyzed on an EnVision Microplate Reader (PerkinElmer Model 2009-0030). The average signal from ‘no cell’ wells was subtracted from the signal in experimental wells prior to calculating Alpha signal for test compounds and negative control (0.1% DMSO). The data were analyzed using Xlfit (v5. 3. 1. 3) and the dose-dependent CDK2 degradation data were fit using a four-parameter logistic model to calculate DC50.

[1935] Table 4 shows the results of CDK2 degradation in MKN1 cells. The letter codes for CDK2 degraderation include: A (<100 nM), B (>100 - 500 nM), C (>500 - 1000 nM), D (>1000 nM), and E (not achieved). The letter codes for average Dmax% include: A (>75%), B (>50% - 75%), C (>25% - 50%), D (<25%) and E (not tested).

Table 4. CDK2 degradation in MKN1 cells

[1936] While we have described a number of embodiments of this invention, it is apparent that our basic examples may be altered to provide other embodiments that utilize the compounds and methods of this invention. Therefore, it will be appreciated that the scope of this invention is to be defined by the appended claims rather than by the specific embodiments that have been represented by way of example. CDK2 DEGRADERS AND USES THEREOF

CROSS-REFERNCE TO RELATED APPLICATIONS

[0001] This application claims the benefit of priority to U.S. Provisional Appl. No. 63/373,018, filed August 19, 2022, U.S. Provisional Appl. No. 63/380,914, filed October 25, 2022, U.S. Provisional Appl. No. 63/493,926, filed April 3, 2023, and U.S. Provisional Appl. No. 63/522,640, filed June 22, 2023, the contents of which is herein incorporated by reference.

TECHNICAL FIELD OF THE INVENTION

[0002] The present invention relates to compounds and methods useful for the modulation of cyclin- dependent kinase 2 (“CDK2”) protein via ubiquitination and/or degradation by compounds according to the present invention. The invention also provides pharmaceutically acceptable compositions comprising compounds of the present invention and methods of using said compositions in the treatment of various disorders.

BACKGROUND OF THE INVENTION

[0003] Ubiquitin-Proteasome Pathway (UPP) or Ubiquitin-Proteasome System (UPS) is a critical pathway that regulates key regulator proteins and degrades misfolded or abnormal proteins. UPP is central to multiple cellular processes, and if defective or imbalanced, it leads to pathogenesis of a variety of diseases. The covalent attachment of ubiquitin to specific protein substrates is achieved through the action of E3 ubiquitin ligases.

[0004] There are over 600 E3 ubiquitin ligases which facilitate the ubiquitination of different proteins in vivo, which can be divided into four families: HECT-domain E3s, U-box E3s, monomeric RING E3s and multi-subunit E3s. See generally Li et al. (PLOS One, 2008, 3, 1487) titled “Genome-wide and functional annotation of human E3 ubiquitin ligases identifies MULAN, a mitochondrial E3 that regulates the organelle’s dynamics and signaling.”; Bemdsen et al. (Nat. Struct. Mol. Biol., 2014, 21, 301-307) titled “New insights into ubiquitin E3 ligase mechanism”; Deshaies et al. (Ann. Rev. Biochem., 2009, 78, 399- 434) titled “RING domain E3 ubiquitin ligases.”; Spratt et al. (Biochem. 2014, 458, 421 -437) titled “RBR E3 ubiquitin ligases: new structures, new insights, new questions.”; and Wang et al. (Nat. Rev. Cancer., 2014, 14, 233-347) titled “Roles of F-box proteins in cancer.”

[0005] The UPP is used to induce selective protein degradation, including use of fusion proteins to artificially ubiquitinate target proteins and synthetic small-molecule probes to induce proteasome- dependent degradation. Bifunctional compounds composed of a target protein-binding ligand and an E3 ubiquitin ligase ligand, induced proteasome-mediated degradation of selected proteins via their recruitment to E3 ubiquitin ligase and subsequent ubiquitination. These drug-like molecules offer the possibility of temporal control over protein expression. Such compounds are capable of inducing the inactivation of a protein of interest upon addition to cells or administration to an animal or human, and could be useful as biochemical reagents and lead to a new paradigm for the treatment of diseases by removing pathogenic or oncogenic proteins (Crews C, Chemistry & Biology, 2010, 17(6):551 -555; Schnnekloth JS Jr., Chembiochem, 2005, 6(l):40-46).

[0006] An ongoing need exists in the art for effective treatments for disease, especially cancers. Cyclin-dependent kinases (CDKs) are a family of serine/threonine kinases. Heterodimerized with regulatory subunits known as cyclins, such as cyclin El (“CCNE1”), CDKs become fully activated and regulate key cellular processes including cell cycle progression and cell division. Uncontrolled proliferation is a hallmark of cancer cells. The deregulation of the CDK activity is associated with abnormal regulation of cell-cycle, and is detected in virtually all forms of human cancers. As such, small molecule therapeutic agents that leverage UPP mediated protein degradation to target cancer-associated proteins such as cyclin-dependent kinase 2 (“CDK2”) or CDK2 and CCNE1 protein hold promise as therapeutic agents. Accordingly, there remains a need to find compounds that are CDK2 or CDK2 and CCNE 1 degraders useful as therapeutic agents.

SUMMARY OF THE INVENTION

[0007] The present application relates novel bifunctional compounds, which function to recruit CDK2 or CDK2 and CCNE1 protein to E3 ubiquitin ligase for degradation, and methods of preparation and uses thereof. In particular, the present disclosure provides bifunctional compounds, which find utility as modulators of targeted ubiquitination of CDK2 or CDK2 and CCNE1, which is then degraded and/or otherwise inhibited by the bifunctional compounds as described herein. Also provided are monovalent compounds, which find utility as inducers of targeted ubiquitination of CDK2 or CDK2 and CCNE1, which are then degraded and/or otherwise inhibited by the monovalent compounds as described herein. An advantage of the compounds provided herein is that a broad range of pharmacological activities is possible, consistent with the degradation/inhibition of CDK2 or CDK2 and CCNE1. In addition, the description provides methods of using an effective amount of the compounds as described herein for the treatment or amelioration of a disease condition, such those caused by aberrant CDK2 or CDK2 and CCNE1 activity.

[0008] The present application further relates to targeted degradation of CDK2 or CDK2 and CCNE 1 protein through the use of bifunctional molecules, including bifunctional molecules that link a cereblon- binding moiety to a ligand that binds CDK2 or CDK2 and CCNE1 .

[0009] It has now been found that compounds of this invention, and pharmaceutically acceptable compositions thereof, are effective as degraders of CDK2 or CDK2 and CCNE1 protein. Such compounds have the general formula I: or a pharmaceutically acceptable salt thereof, wherein each variable is as defined and described herein.

[0010] Compounds of the present invention, and pharmaceutically acceptable compositions thereof, are useful for treating a variety of diseases, disorders or conditions, associated with regulation of CDK2 protein. Such diseases, disorders, or conditions include those described herein.

[0011] Compounds provided by this invention are also useful for the study of CDK2 protein in biological and pathological phenomena; and the comparative evaluation of new CDK2 inhibitors or CDK2 degraders, in vitro or in vivo.

DETAILED DESCRIPTION OF CERTAIN EMBODIMENTS

1. General Description of Certain Embodiments of the Invention:

[0012] Compounds of the present invention, and compositions thereof, are useful as degraders and/or inhibitors of CDK protein. In some embodiments, a provided compound degrades and/or inhibits CDK2 protein. In some embodiments, a provided compound degrades and/or inhibits CDK2 and CCNE1 protein.

[0013] In certain embodiments, the present invention provides a compound of formula I: or a pharmaceutically acceptable salt thereof, wherein:

CBM is a CDK binding moiety capable of binding CDK2 or CDK2 and CCNE1;

L is a bivalent moiety that connects CBM to DIM; and

DIM is a degradation inducing moiety, such as a ligase binding moiety (LBM), lysine mimetic, or hydrogen atom.

2. Compounds and Definitions:

[0014] Compounds of the present invention include those described generally herein, and are further illustrated by the classes, subclasses, and species disclosed herein. As used herein, the following definitions shall apply unless otherwise indicated. For purposes of this invention, the chemical elements are identified in accordance with the Periodic Table of the Elements, CAS version, Handbook of Chemistry and Physics, 75 ^d Ed. Additionally, general principles of organic chemistry are described in “Organic Chemistry”, Thomas Sorrell, University Science Books, Sausalito: 1999, and “March’s Advanced Organic Chemistry”, 5 ^th Ed., Ed.: Smith, M.B. and March, J., John Wiley & Sons, New York: 2001, the entire contents of which are hereby incorporated by reference.

[0015] The term “aliphatic” or “aliphatic group”, as used herein, means a straight- chain (i.e., unbranched) or branched, substituted or unsubstituted hydrocarbon chain that is completely saturated or that contains one or more units of unsaturation, or a monocyclic, bicyclic, bridged bicyclic, or spirocyclic hydrocarbon that is completely saturated or that contains one or more units of unsaturation, but which is not aromatic (also referred to herein as "carbocycle," “cycloaliphatic” or “cycloalkyl”), that has a single point of attachment to the rest of the molecule. Unless otherwise specified, aliphatic groups contain 1 -6 aliphatic carbon atoms. In some embodiments, aliphatic groups contain 1-5 aliphatic carbon atoms. In other embodiments, aliphatic groups contain 1-4 aliphatic carbon atoms. In still other embodiments, aliphatic groups contain 1-3 aliphatic carbon atoms, and in yet other embodiments, aliphatic groups contain 1-2 aliphatic carbon atoms. In some embodiments, “cycloaliphatic” (or “carbocycle” or “cycloalkyl”) refers to a monocyclic C ₃ -C ₆ hydrocarbon that is completely saturated or that contains one or more units of unsaturation, but which is not aromatic, that has a single point of attachment to the rest of the molecule. Suitable aliphatic groups include, but are not limited to, linear or branched, substituted or unsubstituted alkyl, alkenyl, alkynyl groups and hybrids thereof such as (cycloalkyl)alkyl, (cycloalkenyl)alkyl or (cycloalkyl)alkenyl.

[0016] As used herein, the term “bridged bicyclic” refers to any bicyclic ring system, i.e. carbocyclic or heterocyclic, saturated or partially unsaturated, having at least one bridge. As defined by IUPAC, a “bridge” is an unbranched chain of atoms or an atom or a valence bond connecting tw o bridgeheads, where a “bridgehead” is any skeletal atom of the ring system which is bonded to three or more skeletal atoms (excluding hydrogen). In some embodiments, a bridged bicyclic group has 7-12 ring members and 0-4 heteroatoms independently selected from nitrogen, oxygen, or sulfur. Such bridged bicyclic groups are well known in the art and include those groups set forth below where each group is attached to the rest of the molecule at any substitutable carbon or nitrogen atom. Unless otherwise specified, a bridged bicyclic group is optionally substituted with one or more substituents as set forth for aliphatic groups. Additionally or alternatively, any substitutable nitrogen of a bridged bicyclic group is optionally substituted. Exemplary bridged bicyclics include:

[0017] The term “lower alkyl” refers to a C _1-4 straight or branched alkyl group. Exemplary lower alkyl groups are methyl, ethyl, propyl, isopropyl, butyl, isobutyl, and tert-butyl.

[0018] The term “lower haloalkyl” refers to a C _1-4 straight or branched alkyl group that is substituted with one or more halogen atoms.

[0019] The term “heteroatom” means one or more of oxygen, sulfur, nitrogen, phosphorus, or silicon (including, any oxidized form of nitrogen, sulfur, phosphorus, or silicon; the quatemized form of any basic nitrogen or; a substitutable nitrogen of a heterocyclic ring, for example N (as in 3,4-dihydro-27f-pyrrolyl), NH (as in pyrrolidinyl) or NR ⁺ (as in N-substituted pyrrolidinyl)).

[0020] The term "unsaturated," as used herein, means that a moiety has one or more units of unsaturation.

[0021] As used herein, the term “bivalent C _1-8 (or C _1-6 ) saturated or unsaturated, straight or branched, hydrocarbon chain”, refers to bivalent alkylene, alkenylene, and alkynylene chains that are straight or branched as defined herein.

[0022] The term “alkylene” refers to a bivalent alkyl group. An “alkylene chain” is a polymethylene group, i.e., -(CH ₂ ) _n - wherein n is a positive integer, preferably from 1 to 6, from 1 to 4, from 1 to 3, from 1 to 2, or from 2 to 3. A substituted alkylene chain is a polymethylene group in which one or more methylene hydrogen atoms are replaced with a substituent. Suitable substituents include those described below for a substituted aliphatic group.

[0023] The term “alkenylene” refers to a bivalent alkenyl group. A substituted alkenylene chain is a polymethylene group containing at least one double bond in which one or more hydrogen atoms are replaced with a substituent. Suitable substituents include those described below for a substituted aliphatic group.

[0024] As used herein, the term “cyclopropylenyl” refers to a bivalent cyclopropyl group of the following structure:

[0025] The term “halogen” means F, Cl, Br, or I.

[0026] The term “aryl” used alone or as part of a larger moiety as in “aralkyl,” “aralkoxy,” or

“aryloxyalkyl,” refers to monocyclic or bicyclic ring systems having a total of five to fourteen ring members, wherein at least one ring in the system is aromatic and wherein each ring in the system contains 3 to 7 ring members. The term “aryl” may be used interchangeably with the term “aryl ring.” In certain embodiments of the present invention, “aryl” refers to an aromatic ring system which includes, but not limited to, phenyl, biphenyl, naphthyl, anthracyl and the like, which may bear one or more substituents. Also included within the scope of the term “aryl,” as it is used herein, is a group in which an aromatic ring is fused to one or more non-aromatic rings, such as indanyl, phthalimidyl, naphthimidyl, phenanthridinyl, or tetrahydronaphthyl, and the like.

[0027] The terms “heteroaryl” and “heteroar-,” used alone or as part of a larger moiety, e.g., “heteroaralkyl,” or “heteroaralkoxy,” refer to groups having 5 to 10 ring atoms, preferably 5, 6, or 9 ring atoms; having 6, 10, or 14 x electrons shared in a cyclic array; and having, in addition to carbon atoms, from one to five heteroatoms. The term “heteroatom” refers to nitrogen, oxygen, or sulfur, and includes any oxidized form of nitrogen or sulfur, and any quatemized form of a basic nitrogen. Heteroaryl groups include, without limitation, thienyl, furanyl, pyrrolyl, imidazolyl, pyrazolyl, triazolyl, tetrazolyl, oxazolyl, isoxazolyl, oxadiazolyl, thiazolyl, isothiazolyl, thiadiazolyl, pyridyl, pyridazinyl, pyrimidinyl, pyrazinyl, indolizinyl, purinyl, naphthyridinyl, and pteridinyl. The terms “heteroaryl” and “heteroar-”, as used herein, also include groups in which a heteroaromatic ring is fused to one or more aryl, cycloaliphatic, or heterocyclyl rings, where the radical or point of attachment is on the heteroaromatic ring. Nonlimiting examples include indolyl, isoindolyl, benzothienyl, benzofuranyl, dibenzofuranyl, indazolyl, benzimidazolyl, benzthiazolyl, quinolyl, isoquinolyl, cinnolinyl, phthalazinyl, quinazolinyl, quinoxalinyl, 4/f-quinolizinyl, carbazolyl, acridinyl, phenazinyl, phenothiazinyl, phenoxazinyl, tetrahydroquinolinyl, tetrahydroisoquinolinyl, and pyrido[2,3-b]-l,4-oxazin-3(4H)-one. A heteroaryl group may be mono- or bicyclic. A heteroaryl ring may include one or more oxo (=0) or thioxo (=S) substituent. The term “heteroaryl” may be used interchangeably with the terms “heteroaryl ring,” “heteroaryl group,” or “heteroaromatic,” any of which terms include rings that are optionally substituted. The term “hetero aralkyl” refers to an alkyl group substituted by a heteroaryl, wherein the alkyl and heteroaryl portions independently are optionally substituted.

[0028] As used herein, the terms “heterocycle,” “heterocyclyl,” “heterocyclic radical,” and “heterocyclic ring” are used interchangeably and refer to a stable 5- to 7-membered monocyclic or 7-10- membered bicyclic heterocyclic moiety that is either saturated or partially unsaturated, and having, in addition to carbon atoms, one or more, preferably one to four, heteroatoms, as defined above. When used in reference to a ring atom of a heterocycle, the term "nitrogen" includes a substituted nitrogen. As an example, in a saturated or partially unsaturated ring having 0-3 heteroatoms selected from oxygen, sulfur or nitrogen, the nitrogen may be N (as in 3,4-dihydro-2//-pyrrolyl), NH (as in pyrrolidinyl), or ⁺ NR (as in A-substituted pyrrolidinyl).

[0029] A heterocyclic ring can be attached to its pendant group at any heteroatom or carbon atom that results in a stable structure and any of the ring atoms can be optionally substituted. Examples of such saturated or partially unsaturated heterocyclic radicals include, without limitation, tetrahydrofuranyl, tetrahydrothiophenyl pyrrolidinyl, piperidinyl, pyrrolinyl, tetrahydroquinolinyl, tetrahydroisoquinolinyl, decahydroquinolinyl, oxazolidinyl, piperazinyl, dioxanyl, dioxolanyl, diazepinyl, oxazepinyl, thiazepinyl, morpholinyl, and quinuclidinyl. The terms “heterocycle,” “heterocyclyl,” “heterocyclyl ring,” “heterocyclic group,” “heterocyclic moiety,” and “heterocyclic radical,” are used interchangeably herein, and also include groups in which a heterocyclyl ring is fused to one or more aryl, heteroaryl, or cycloaliphatic rings, such as indolinyl, 3//-indolyl, chromanyl, phenanthridinyl, or tetrahydroquinolinyl. A heterocyclyl group may be monocyclic, bicyclic, bridged bicyclic, or spirocyclic. A heterocyclic ring may include one or more oxo (=0) or thioxo (=S) substituent. The term “heterocyclylalkyl” refers to an alkyl group substituted by a heterocyclyl, wherein the alkyl and heterocyclyl portions independently are optionally substituted.

[0030] As used herein, the term “partially unsaturated” refers to a ring moiety that includes at least one double or triple bond. The term “partially unsaturated” is intended to encompass rings having multiple sites of unsaturation, but is not intended to include aryl or heteroaryl moieties, as herein defined.

[0031] As described herein, compounds of the invention may contain “optionally substituted” moieties. In general, the term “substituted” means that one or more hydrogens of the designated moiety are replaced with a suitable substituent. Unless otherwise indicated, an “optionally substituted” group may have a suitable substituent at each substitutable position of the group, and when more than one position in any given structure may be substituted with more than one substituent selected from a specified group, the substituent may be either the same or different at every position. Combinations of substituents envisioned by this invention are preferably those that result in the formation of stable or chemically feasible compounds. The term “stable,” as used herein, refers to compounds that are not substantially altered when subjected to conditions to allow for their production, detection, and, in certain embodiments, their recovery, purification, and use for one or more of the purposes disclosed herein.

[0032] Suitable monovalent substituents on a substitutable carbon atom of an “optionally substituted” group are independently halogen; -(CH ₂ ) _0-4 R°; -(CH ₂ ) _0-4 OR°; -0(CH ₂ ) _0-4 R°, C) (CH ₂ ) _0-4 C(O)OR°; - (CH ₂ ) _0-4 CH(OR°) ₂ ; — (CH ₂ ) _0-4 SR°; -(CH ₂ ) _0-4 Ph, which may be substituted with R°; — (CH ₂ ) _0-4 O(CH ₂ ) _0-1 Ph which may be substituted with R°; -CH=CHPh, which may be substituted with R°; -(CH ₂ ) _0-4 C(CH ₂ ) _0-1 - pyridyl which may be substituted with R°; -NO ₂ ; -CN; -N ₃ ; -(CH ₂ ) _0-4 N(R°) ₂ ; -(CH ₂ ) _0-4 N(R°)C(O)R°; - N(R°)C(S)R°; -(CH ₂ ) _0-4 N(R°)C(O)NR° ₂ ; -N(R°)C(S)NR° ₂ ; -(CH ₂ ) _0-4 N(R°)C(O)OR°;

N(R°)N(R°)C(O)R°; -N(R°)N(R°)C(O)NR° ₂ ; -N(R°)N(R°)C(O)OR°; -(CH ₂ ) _0-4 C(O)R°; -C(S)R°; - (CH ₂ ) _0-4 C(O)OR°; -(CH ₂ ) _0-4 C(O)SR°; -(CH ₂ ) _0-4 C(O)OSiR° ₃ ; -(CH ₂ ) _0-4 OC(O)R°; -OC(O)(CH ₂ ) _0-4 SR°; - (CH ₂ ) _0-4 SC(O)R°; -(CH ₂ ) _0-4 C(O)NR° ₂ ; -C(S)NR° ₂ ; -C(S)SR°; -SC(S)SR°, -(CH ₂ ) _0-

₄ OC(O)NR° ₂ ; -C(O)N(OR°)R°; -C(O)C(O)R°; -C(O)CH ₂ C(O)R°; -C(NOR°)R°; -(CH ₂ ) _0-4 SSR°; -(CH ₂ ) _{0- 4} S(O) ₂ R°; -(CH ₂ ) _0-4 S(O) ₂ OR°; -(CH ₂ ) _0-4 OS(O) ₂ R°; -S(O) ₂ NR° ₂ ; -(CH ₂ ) _0-4 S(O)R°; -N(R°)S(O) ₂ NR° ₂ ; - N(R°)S(O) ₂ R°; -N(OR°)R°; -C(NH)NR° ₂ ; -(CH ₂ ) _0-4 P(O) ₂ R°; -(CH ₂ ) _0-4 P(O)R° ₂ ; -(CH ₂ ) _0-4 P(O)(OR°) ₂ ; - (CH ₂ ) _0-4 OP(O)R° ₂ ; -(CH ₂ ) _0-4 OP(C))(OR°) ₂ : SiR° ₃ ; — (C _1-4 straight or branched alkylene)O-N(R°) ₂ ; or-(C _{1- 4} straight or branched alkylene)C(O)O-N(R°) ₂ , wherein each R° may be substituted as defined below and is independently hydrogen, C _1-6 aliphatic, -CH ₂ Ph, -O( CH ₂ ) _0-1 Ph, -CH ₂ -(5-6 membered heteroaryl ring), or a 5-6-membered saturated, partially unsaturated, or aryl ring having 0-4 heteroatoms independently selected from nitrogen, oxygen, or sulfur, or, notwithstanding the definition above, two independent occurrences of R°, taken together with their intervening atom(s), form a 3-12-membered saturated, partially unsaturated, or aryl mono- or bicyclic ring having 0-4 heteroatoms independently selected fium nitrogen, oxygen, or sulfur, which may be substituted as defined below.

[0033] Suitable monovalent substituents on R° (or the ring formed by taking two independent occurrences of R° together with their intervening atoms), are independently halogen, -(CH ₂ ) _0-2 R ^● , - (haloR ^● ), -(CH ₂ ) _0-2 OH, -(CH ₂ ) _0-2 OR ^● , -(CH ₂ ) _0-2 CH(OR ^● ) ₂ ; -O(haloR ^● ), -CN, -N ₃ , -(CH ₂ ) _0-2 C(O)R ^● , - (CH ₂ ) _0-2 C(O)OH, -(CH ₂ ) _0-2 C(O)OR ^● , -(CH ₂ ) _0-2 SR ^● , -(CH ₂ ) _0-2 SH, -(CH ₂ ) _0-2 NH ₂ , -(CH ₂ ) _0-2 NHR ^● , - (CH ₂ ) _0-2 NR _●2 , -NO ₂ , -SiR ^● ₃ , -OSiR ^● ₃ , -C(O)SR ^● -(C _1-4 straight or branched alkylene)C(O)OR ^● , or - SSR ^● wherein each R ^● is unsubstituted or where preceded by “halo” is substituted only with one or more halogens, and is independently selected fromC _1-4 aliphatic, -CH ₂ Ph, -O( CH ₂ ) _0-1 Ph, or a 5-6-membered saturated, partially unsaturated, or aryl ring having 0-4 heteroatoms independently selected from nitrogen, oxygen, or sulfur. Suitable divalent substituents on a saturated carbon atom of R° include =0 and =S. [0034] Suitable divalent substituents on a saturated carbon atom of an “optionally substituted” group include the following: =O, =S, =NNR\ =NNHC(O)R ^● , ~NNI 1C(O)OR ^● , =NNHS(O) ₂ R ^● , =NR*, =NOR ^● , - O(C(R ^● ₂ )) ₂ -3O— , or -S(C(R ^● ₂ )) ₂ -3S- wherein each independent occurrence of R* is selected from hydrogen, Ci-6 aliphatic which may be substituted as defined below, or an unsubstituted 5-6-membered saturated, partially unsaturated, or aryl ring having 0-4 heteroatoms independently selected from nitrogen, oxygen, or sulfur. Suitable divalent substituents that are bound to vicinal substitutable carbons of an “optionally substituted” group include: -O(CR ^● ₂ ) ₂ -3O-, wherein each independent occurrence of R* is selected from hydrogen, C _1-6 aliphatic which may be substituted as defined below, or an unsubstituted 5-6-membered saturated, partially unsaturated, or aryl ring having 0-4 heteroatoms independently selected from nitrogen, oxygen, or sulfur.

[0035] Suitable substituents on the aliphatic group of R ^● include halogen, -R ^● , -(haloR ^● ), -OH, -OR ^● , -O(haloR ^● ), -CN, -C(O)OH, -C(O)OR ^● , -NH ₂ , -NHR ^● , -NR ^● ₂ , or -NO ₂ , wherein each R ^● is unsubstituted or where preceded by “halo” is substituted only with one or more halogens, and is independently C _1-4 aliphatic, -CH ₂ Ph, -O( CH ₂ ) _0-1 Ph, or a 5-6-membered saturated, partially unsaturated, or aryl ring having 0-4 heteroatoms independently selected from nitrogen, oxygen, or sulfur.

[0036] Suitable substituents on a substitutable nitrogen of an “optionally substituted” group include - R ^† , -NR^, -C(O)R ^† , -C(O)OR ^† , -C(O)C(O)R ^t , -C(O)CH ₂ C(O)R ⁱ , -8(O) ₂ ^, -S(O) ₂ NR ^t ₂ , -C(S)NR ⁱ ₂ , - C(NH)NR ^† ' ₂ , or -N(R' ⁱ ')S(O) ₂ R' ⁱ ; wherein each R' ^f is independently hydrogen, C _1-6 aliphatic which may be substituted as defined below, unsubstituted -OPh, or an unsubstituted 5-6-membered saturated, partially unsaturated, or aryl ring having 0-4 heteroatoms independently selected from nitrogen, oxygen, or sulfur, or, notwithstanding the definition above, two independent occurrences of R ', taken together with their intervening atom(s) form an unsubstituted 3-12-membered saturated, partially unsaturated, or aryl mono- or bicyclic ring having 0-4 heteroatoms independently selected from nitrogen, oxygen, or sulfur.

[0037] Suitable substituents on the aliphatic group of R ^† are independently halogen, -R ^● , -(haloR ^● ), - OH, -OR ^● , -O(haloR ^● ), -CN, -C(O)OH, -C(O)OR ^● , -NH ₂ , -NHR ^● , -NR ^● ₂ , or -NO ₂ , wherein each R ^● is unsubstituted or where preceded by “halo” is substituted only with one or more halogens, and is independently C _1-4 aliphatic, -CH ₂ Ph, -O( CH ₂ ) _0-1 Ph, or a 5-6-membered saturated, partially unsaturated, or aryl ring having 0-4 heteroatoms independently selected from nitrogen, oxygen, or sulfur.

[0038] As used herein, the term "pharmaceutically acceptable salt" refers to those salts which are, within the scope of sound medical judgment, suitable for use in contact with the tissues of humans and lower animals without undue toxicity, irritation, allergic response and the like, and are commensurate with a reasonable benefit/risk ratio. Pharmaceutically acceptable salts are well known in the art. For example, S. M. Berge et al., describe pharmaceutically acceptable salts in detail in J. Pharmaceutical Sciences, 1977, 66, 1-19, incorporated herein by reference. Pharmaceutically acceptable salts of the compounds of this invention include those derived from suitable inorganic and organic acids and bases. Examples of pharmaceutically acceptable, nontoxic acid addition salts are salts of an amino group formed with inorganic acids such as hydrochloric acid, hydrobromic acid, phosphoric acid, sulfuric acid and perchloric acid or with organic acids such as acetic acid, oxalic acid, maleic acid, tartaric acid, citric acid, succinic acid or malonic acid or by using other methods used in the art such as ion exchange. Other pharmaceutically acceptable salts include adipate, alginate, ascorbate, aspartate, benzenesulfonate, benzoate, bisulfate, borate, butyrate, camphorate, camphorsulfonate, citrate, cyclopentanepropionate, digluconate, dodecylsulfate, ethanesulfonate, formate, fumarate, glucoheptonate, glycerophosphate, gluconate, hemisulfate, heptanoate, hexanoate, hydroiodide, 2-hydroxy-ethanesulfonate, lactobionate, lactate, laurate, lauryl sulfate, malate, maleate, malonate, methanesulfonate, 2-naphthalenesulfonate, nicotinate, nitrate, oleate, oxalate, palmitate, pamoate, pectinate, persulfate, 3 -phenylpropionate, phosphate, pivalate, propionate, stearate, succinate, sulfate, tartrate, thiocyanate, p-toluenesulfonate, undecanoate, valerate salts, and the like.

[0039] Salts derived from appropriate bases include alkali metal, alkaline earth metal, ammonium and N (C i ^al ky 1 )4 salts. Representative alkali or alkaline earth metal salts include sodium, lithium, potassium, calcium, magnesium, and the like. Further pharmaceutically acceptable salts include, when appropriate, nontoxic ammonium, quaternary ammonium, and amine cations formed using counterions such as halide, hydroxide, carboxylate, sulfate, phosphate, nitrate, loweralkyl sulfonate and aryl sulfonate. In some embodiments, the provided compounds are purified in salt form for convenience and/or ease of purification, e.g., using an acidic or basic mobile phase during chromatography. Salts forms of the provided compounds formed during chromotagraphic purification are contemplated herein and are readily apparent to those having skill in the art.

[0040] Unless otherwise stated, structures depicted herein are also meant to include all isomeric (e.g., enantiomeric, diastereomeric, and geometric (or conformational)) forms of the structure; for example, the R and S configurations for each asymmetric center, Z and E double bond isomers, and Z and E conformational isomers. Therefore, single stereochemical isomers as well as enantiomeric, diastereomeric, and geometric (or conformational) mixtures of the present compounds are within the scope of the invention. Unless otherwise stated, all tautomeric forms of the compounds of the invention are within the scope of the invention. Additionally, unless otherwise stated, structures depicted herein are also meant to include compounds that differ only in the presence of one or more isotopically enriched atoms. For example, compounds having the present structures including the replacement of hydrogen by deuterium or tritium, or the replacement of a carbon by a ¹³ C- or ¹⁴ C-enriched carbon are within the scope of this invention. Such compounds are useful, for example, as analytical tools, as probes in biological assays, or as therapeutic agents in accordance with the present invention

[0041] As used herein, the term “provided compound” refers to any genus, subgenus, and/or species set forth herein.

[0042] As used herein, the term “inhibitor” is defined as a compound that binds to and/or inhibits CDK2 or CDK2 and CCNE1 with measurable affinity. In certain embodiments, an inhibitor has an IC50 and/or binding constant of less than about 50 pM, less than about 1 pM, less than about 500 nM, less than about 100 nM, less than about 10 nM, or less than about 1 nM.

[0043] As used herein, the term “degrader” is defined as a heterobifunctional compound that binds to and/or inhibits both CDK2 or CDK2 and CCNE1, and an E3 ligase with measurable affinity resulting in the ubiquitination and subsequent degradation of the CDK2 or CDK2 and CCNE 1. In certain embodiments, a degrader has an DC50 of less than about 50 pM, less than about 1 pM, less than about 500 nM, less than about 100 nM, less than about 10 nM, or less than about 1 nM. As used herein, the term “monovalent” refers to a degrader compound without an appended E3 ligase binding moiety.

[0044] A compound of the present invention may be tethered to a detectable moiety. It will be appreciated that such compounds are useful as imaging agents. One of ordinary skill in the art will recognize that a detectable moiety may be attached to a provided compound via a suitable substituent. As used herein, the term “suitable substituent” refers to a moiety that is capable of covalent attachment to a detectable moiety. Such moieties are well known to one of ordinary skill in the art and include groups containing, e.g., a carboxylate moiety, an amino moiety, a thiol moiety, or a hydroxyl moiety, to name but a few. It will be appreciated that such moieties may be directly attached to a provided compound or via a tethering group, such as a bivalent saturated or unsaturated hydrocarbon chain. In some embodiments, such moieties may be attached via click chemistry. In some embodiments, such moieties may be attached via a 1,3 -cycloaddition of an azide with an alkyne, optionally in the presence of a copper catalyst. Methods of using click chemistry are known in the art and include those described by Rostovtsev et al., Angew. Chem. Int. Ed. 2002, 41 :2596-9 and Sun etal., Bioconjugate Chem., 2006, 17:52-7.

[0045] As used herein, the term “detectable moiety” is used interchangeably with the term "label" and relates to any moiety capable of being detected, e.g., primary labels and secondary labels. Primary labels, such as radioisotopes (e.g., tritium, ³² P, ³³ P, ³⁵ S, or ¹⁴ C), mass-tags, and fluorescent labels are signal generating reporter groups which can be detected without further modifications. Detectable moieties also include luminescent and phosphorescent groups.

[0046] The term “secondary label” as used herein refers to moieties such as biotin and various protein antigens that require the presence of a second intermediate for production of a detectable signal. For biotin, the secondary intermediate may include streptavidin-enzyme conjugates. For antigen labels, secondaiy intermediates may include antibody-enzyme conjugates. Some fluorescent groups act as secondary labels because they transfer energy to another group in the process of nonradiative fluorescent resonance energy transfer (FRET), and the second group produces the detected signal.

[0047] The teims “fluorescent label”, “fluorescent dye”, and “fluorophore” as used herein refer to moieties that absorb light energy at a defined excitation wavelength and emit light energy at a different wavelength. Examples of fluorescent labels include, but are not limited to: Alexa Fluor dyes (Alexa Fluor 350, Alexa Fluor 488, Alexa Fluor 532, Alexa Fluor 546, Alexa Fluor 568, Alexa Fluor 594, Alexa Fluor 633, Alexa Fluor 660 and Alexa Fluor 680), AMCA, AMCA-S, BODIPY dyes (BODIPY FL, BODIPY R6G, BODIPY TMR, BODIPY TR, BODIPY 530/550, BODIPY 558/568, BODIPY 564/570, BODIPY 576/589, BODIPY 581/591, BODIPY 630/650, BODIPY 650/665), Carboxyrhodamine 6G, carboxy-X- rhodamine (ROX), Cascade Blue, Cascade Yellow, Coumarin 343, Cyanine dyes (Cy3, Cy5, Cy3.5, Cy5.5), Dansyl, Dapoxyl, Dialkylaminocoumarin, 4 ^† ,5 ^† -Dichloro-2 ^† ,7 ^† -dimethoxy-fluorescein, DM-NERF, Eosin, Erythrosin, Fluorescein, FAM, Hydroxycoumarin, IRDyes (IRD40, IRD 700, IRD 800), JOE, Lissamine rhodamine B, Marina Blue, Methoxycoumarin, Naphtho fluorescein, Oregon Green 488, Oregon Green 500, Oregon Green 514, Pacific Blue, PyMPO, Pyrene, Rhodamine B, Rhodamine 6G, Rhodamine Green, Rhodamine Red, Rhodol Green, 2 ^† ,4 ^† ,5 ^† ,7 ^† -Tetra-bromosulfone-fluorescein, Tetramethyl-rhodamine (TMR), Carboxytetramethylrhodamine (TAMRA), Texas Red, Texas Red-X.

[0048] The teim “mass-tag” as used herein refers to any moiety that is capable of being uniquely detected by virtue of its mass using mass spectrometry (MS) detection techniques. Examples of mass-tags include electrophore release tags such as N-[3-[4’-[(p-Methoxytetrafluorobenzyl)oxy]phenyl]-3- methylglyceronyl]isonipecotic Acid, 4’-[2,3,5,6-Tetrafluoro-4-(pentafluorophenoxyl)]methyl acetophenone, and their derivatives. The synthesis and utility of these mass-tags is described in United States Patents 4,650,750, 4,709,016, 5,360,8191, 5,516,931, 5,602,273, 5,604,104, 5,610,020, and 5,650,270. Other examples of mass-tags include, but are not limited to, nucleotides, dideoxynucleotides, oligonucleotides of varying length and base composition, oligopeptides, oligosaccharides, and other synthetic polymers of varying length and monomer composition. A large variety of organic molecules, both neutral and charged (biomolecules or synthetic compounds) of an appropriate mass range (100-2000 Daltons) may also be used as mass-tags.

[0049] The terms “measurable affinity” and “measurably inhibit,” as used herein, means a measurable change in CDK2 or CDK2 and CCNE1 activity between a sample comprising a compound of the present invention, or composition thereof, and CDK2 or CDK2 and CCNE1, and an equivalent sample comprising CDK2 or CDK.2 and CCNE1, in the absence of said compound, or composition thereof. 3. Description of Exemplary Embodiments:

[0050] As described above, in certain embodiments, the present invention provides a compound of formula I:

I or a pharmaceutically acceptable salt thereof, wherein:

CBM is a CDK binding moiety capable of binding CDK2 or CDK2 and CCNE1;

L is a bivalent moiety that connects CBM to DIM; and

DIM is a degradation inducing moiety, such as a ligase binding moiety (LBM), lysine mimetic, or hydrogen atom.

CDK2 Binding Moiety (CBM)

[0051] As defined herein and described above, CBM is a CDK binding moiety capable of binding CDK2 protein. In some embodiments, CBM binds to CDK2 protein which then undergoes ubiquitination thereby marking the CDK2 for degradation via the Ubiquitin-Proteasome Pathway (UPP). In some embodiments, CBM is a CDK binding moiety capable of selectively binding and degrading CDK2 over other CDK proteins (e.g., CDK1, CDK3, CDK4, CDK5, CDK6, CDK7, CDK8, CDK9, etc.). In some embodiments, CBM is a CDK binding moiety capable of selectively binding and degrading CDK2 over one or more of CDK1, CDK4, and CDK9 proteins.

[0052] In some embodiments, CBM binds to CDK2 and CCNE1 protein which then undergoes ubiquitination thereby marking the CDK2 and CCNE1 for degradation via the Ubiquitin-Proteasome Pathway (UPP). In some embodiments, a provided compound is a dual CDK2 and CCNE1 degrader.

[0053] As defined herein and described below, wherein a formula is depicted using square brackets, e.g., , L is attached to a modifiable carbon, oxygen, nitrogen or sulfur atom within

CBM including substitution or replacement of a defined group in CBM.

[0054] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 or CDK2 and CCNE1 binding moiety thereby forming a compound of formula I-a: I -a or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described herein, and wherein:

Ring W and Ring X are independently fused rings selected from benzo, a 4 to 7-membered saturated or partially unsaturated carbocyclyl or heterocyclyl with 1 -3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5 to 6-membered heteroaryl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur;

Ring Y is a ring selected from phenylenyl, a 4 to 7-membered saturated or partially unsaturated carbocyclylenyl or heterocyclylenyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5 to 6-membered heteroaryl enyl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur;

Y is a covalent bond, -S(O) ₂ -, -S(O)-, -S(O)(NR)-, -P(O)R-, or -P(O)OR-;

X is -CR ₂ -, -CFR-, -CF2-, -NR-, or an optionally substituted ring selected from phenylenyl, a 3 to 12- membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic or spirocyclic carbocyclylenyl or heterocyclylenyl with 1 -3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5 to 6-membered heteroaryl enyl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur; each R ^w , R ^x , and R ^y is independently selected from hydrogen, R ^A , halogen, -CN, -NO ₂ , -OR, -SR, -NR ₂ , - SiR ₃ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)NR ₂ , -C(O)NROR, -OC(O)R, -OC(O)NR ₂ , -OP(O)R ₂ , -OP(O)(OR) ₂ , -OP(O)(OR)NR ₂ , -OP(O)(NR ₂ ) ₂ , -P(O)R ₂ , -P(O)(OR) ₂ , - P(O)(OR)NR ₂ , -P(O)(NR ₂ ) ₂ , -NRC(O)OR, -NRC(O)R, -NRC(O)N(R) ₂ , -NRS(O) ₂ R, -NP(O)R ₂ , - NRP(O)(OR) ₂ , -NRP(O)(OR)NR ₂ , and -NRP(O)(NR ₂ ) ₂ ; or two R ^w groups attached to the same carbon atom are optionally taken together to form a spiro fused ring selected from a 3-5 membered saturated or partially unsaturated carbocyclyl and a 3-5 membered saturated or partially unsaturated heterocyclyl having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur; each R ^A is independently an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 3-12 membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic or spirocyclic carbocyclyl or heterocyclyl with 1 -3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur; each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: two R groups on the same nitrogen are optionally taken together with their intervening atoms to form a 4-7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the nitrogen atom to which they are attached, independently selected from nitrogen, oxygen, and sulfur; and w, x, and y are independently 0, 1, 2, 3, or 4.

[0055] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 or CDK2 and CCNE1 binding moiety thereby forming a compound of formula I-b:

I-b or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described herein, and wherein:

Ring W and Ring X are independently rings selected from phenyl, a 4 to 7-membered saturated or partially unsaturated carbocyclyl or heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5 to 6-membered heteroaryl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur;

Ring Y is a ring selected from phenyl, a 4 to 7-membered saturated or partially unsaturated carbocyclyl or heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5 to 6-membered heteroaryl with 1 -4 heteroatoms independently selected from nitrogen, oxygen and sulfur;

Y is a covalent bond, -S(O) ₂ -, -S(O)-, -S(O)(NR)-, -P(O)R-, or -P(O)OR-;

X is -CR ₂ -, -CFR-, -CF ₂ -, -NR-, or an optionally substituted ring selected from phenylenyl, a 3 to 12- membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic or spirocyclic carbocyclylenyl or heterocyclylenyl with 1 -3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5 to 6-membered heteroaryl enyl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur; each R ^w , R ^x , and R ^y is independently selected from hydrogen, R ^A , halogen, -CN, -NO ₂ , -OR, -SR, -NR ₂ , - SiR ₃ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)NR ₂ , -C(O)NROR, -OC(O)R, -OC(O)NR ₂ , -OP(O)R ₂ , -OP(O)(OR) ₂ , -OP(O)(OR)NR ₂ , -OP(O)(NR ₂ ) ₂ , -P(O)R ₂ , -P(O)(OR) ₂ , - P(O)(OR)NR ₂ , -P(O)(NR ₂ ) ₂ , -NRC(O)OR, -NRC(O)R, -NRC(O)N(R) ₂ , -NRS(O) ₂ R, -NP(O)R ₂ , - NRP(O)(OR) ₂ , -NRP(O)(OR)NR _2J and -NRP(O)(NR ₂ ) ₂ ; or two R ^w groups attached to the same carbon atom are optionally taken together to form a spiro fused ring selected from a 3-5 membered saturated or partially unsaturated carbocyclyl and a 3-5 membered saturated or partially unsaturated heterocyclyl having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur; each R ^A is independently an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 3-12 membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic or spirocyclic carbocyclyl or heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur; each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: two R groups on the same nitrogen are optionally taken together with their intervening atoms to form a 4-7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the nitrogen atom to which they are attached, independently selected from nitrogen, oxygen, and sulfur; and

L ^y is a covalent bond or a C1-3 bivalent straight or branched saturated or unsaturated hydrocarbon chain wherein 1-2 methylene units of the chain are independently and optionally replaced with -O-, - C(O)-, -C(S)-, -CF ₂ -, -CRF-, -NR-, -S-, -S(O)-, -S(O) ₂ - or -CR=CR-; and v is 0 or 1; and w, x, and y are independently 0, 1, 2, 3, or 4.

[0056] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 or CDK2 and CCNE1 binding moiety thereby forming a compound of formula I-a ^† :

I-a ^† or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described herein, and wherein: Ring W and Ring X are independently fused rings selected from benzo, a 4 to 7-membered saturated or partially unsaturated carbocyclyl or heterocyclyl with 1 -3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5 to 6-membered heteroaryl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur;

Ring Y is a ring selected from phenylenyl, a 4 to 7-membered saturated or partially unsaturated carbocyclylenyl or heterocyclylenyl with 1 -3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5 to 6-membered heteroaryl enyl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur;

Y is a covalent bond, -

Ring Z is an optionally substituted 3-12 membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic or spirocyclic carbocyclyl or heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur;

Q ⁵ is carbon or sulfur;

X is -CR ₂ -, -CFR-, -CF2-, -NR-, or an optionally substituted ring selected from phenylenyl, a 3 to 12- membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic or spirocyclic carbocyclylenyl or heterocyclylenyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5 to 6-membered heteroaryl enyl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur; each R ^w , R ^x , and R ^y is independently selected from hydrogen, R ^A , halogen, -CN, -NO ₂ , -OR, -SR, -NR ₂ , - SiR ₃ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)NR ₂ , -C(O)NROR, -OC(O)R, -OC(O)NR ₂ , -OP(O)R ₂ , -OP(O)(OR) ₂ , -OP(O)(OR)NR ₂ , -OP(O)(NR ₂ ) ₂ , -P(O)R ₂ , -P(O)(OR) ₂ , - P(O)(OR)NR ₂ , -P(O)(NR ₂ ) ₂ , -NRC(O)OR, -NRC(O)R, -NRC(O)N(R) ₂ , -NRS(O) ₂ R, -NP(O)R ₂ , - NRP(O)(OR) ₂ , -NRP(O)(OR)NR ₂ , and -NRP(O)(NR ₂ ) ₂ ; or two R ^w groups attached to the same or adjacent carbon atom are optionally taken together to form a spiro fused or 1,2-fused ring selected from a 3-12 membered saturated or partially unsaturated carbocyclyl and a 3-12 membered saturated or partially unsaturated heterocyclyl having 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur; each R ^A is independently an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 3-12 membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic or spirocyclic carbocyclyl or heterocyclyl with 1 -3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur; each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: two R groups on the same atom are optionally taken together with their intervening atoms to form a 4-7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the atom or atoms to which they are attached, independently selected from nitrogen, oxygen, and sulfur; and w, x, and y are independently 0, 1, 2, 3, or 4.

[0057] In certain embodiments, the present invention provides a compound of formula I, wherein

CBM is a CDK2 or CDK2 and CCNE1 binding moiety thereby forming a compound of formula I-b ^† :

I-b ^† or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described herein, and wherein:

Ring W and Ring X are independently rings selected from phenyl, a 4 to 7-membered saturated or partially unsaturated carbocyclyl or heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5 to 6-membered heteroaryl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur;

Ring Y is a ring selected from phenyl, a 4 to 7-membered saturated or partially unsaturated carbocyclyl or heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5 to 6-membered heteroaryl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur;

Y is a covalent bond, -

Ring Z is an optionally substituted 3-12 membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic or spirocyclic carbocyclyl or heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur;

Q ⁵ is carbon or sulfur;

X is -CR ₂ -, -CFR-, -CF2-, -NR-, or an optionally substituted ring selected from phenylenyl, a 3 to 12- membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic or spirocyclic carbocyclylenyl or heterocyclylenyl with 1 -3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5 to 6-membered heteroaryl enyl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur; each R ^w , R ^x , and R ^y is independently selected from hydrogen, R ^A , halogen, -CN, -NO ₂ , -OR, -SR, -NR ₂ , - SiR ₃ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)NR ₂ , -C(O)NROR, -OC(O)R, -OC(O)NR ₂ , -OP(O)R ₂ , -OP(O)(OR) ₂ , -OP(O)(OR)NR ₂ , -OP(O)(NR ₂ ) ₂ , -P(O)R ₂ , -P(O)(OR) ₂ , - P(O)(OR)NR ₂ , -P(O)(NR ₂ ) ₂ , -NRC(O)OR, -NRC(O)R, -NRC(O)N(R) ₂ , -NRS(O) ₂ R, -NP(O)R ₂ , - NRP(O)(OR) ₂ , -NRP(O)(OR)NR ₂ , and -NRP(O)(NR ₂ ) ₂ ; or two R ^w groups attached to the same or adjacent carbon atoms are optionally taken together to form a spiro fused or 1,2-fused ring selected from a 3-12 membered saturated or partially unsaturated carbocyclyl and a 3-12 membered saturated or partially unsaturated heterocyclyl having 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur; each R ^A is independently an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 3-12 membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic or spirocyclic carbocyclyl or heterocyclyl with 1 -3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur; each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: two R groups on the same or adjacent atom are optionally taken together with their intervening atoms to form a 4-7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the atom or atoms to which they are attached, independently selected from nitrogen, oxygen, and sulfur; and

L ^y is a covalent bond, a C1-3 bivalent straight or branched saturated or unsaturated hydrocarbon chain wherein 1-2 methylene units of the chain are independently and optionally replaced with -O-, - C(O)-, -C(S)-, -CF2-, -CRF-, -NR-, -S-, -S(O)-, -S(O) ₂ - or -CR=CR-, or: L ^y and one R ^x are optionally taken together with their intervening atoms to form a 5-6 membered saturated, partially unsaturated or heteroaryl ring having 0-3 heteroatoms independently selected from oxygen, nitrogen or sulfur; and v is 0 or 1; and w, x, and y are independently 0, 1, 2, 3, or 4.

[0058] In certain embodiments, the present invention provides a compound of formula I-b or I-b ^† , wherein CBM is a CDK2 or CDK2 and CCNE1 binding moiety thereby forming a compoundof formula 1- b-1:

1-b-l or a pharmaceutically acceptable salt thereof, wherein each of R ^x , R ^y , R ^w , L ^y , W, X, L, x, and w is as defined above and described in embodiments herein, both singly and in combination.

[0059] In some embodiments, Ring W is a 4 to 7-membered saturated or partially unsaturated carbocyclyl. In some embodiments, Ring W is a 4 to 7-membered saturated or partially unsaturated heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, Ring W is a fused 4 to 7-membered saturated or partially unsaturated heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur.

[0060] In certain embodiments, the present invention provides a compound of formula I-b or I-b ^† , wherein CBM is a CDK2 or CDK2 and CCNE1 binding moiety thereby forming a compound of formula l-b-2: l-b-2 or a pharmaceutically acceptable salt thereof, wherein each of R ^x , R ^y , R ^w , L ^y , W, X, L, x, and w is as defined above and described in embodiments herein, both singly and in combination.

[0061] In certain embodiments, the present invention provides a compound of formula I-b or I-b ^† , wherein CBM is a CDK2 or CDK2 and CCNE1 binding moiety thereby forming a compound of formula l-b-3: or a pharmaceutically acceptable salt thereof, wherein each of R ^x , R ^y , R ^w , W, X, L, x, and w is as defined above and described in embodiments herein, both singly and in combination.

[0062] In some embodiments, Ring W is a 4 to 7-membered saturated or partially unsaturated carbocyclyl. In some embodiments, Ring W is a 4 to 7-membered saturated or partially unsaturated heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, Ring W is a 5 to 6-membered saturated or partially unsaturated heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, Ring W is a fused 4 to 7-membered saturated or partially unsaturated heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur.

[0063] In certain embodiments, the present invention provides a compound of formula I-b or I-b ^† , wherein CBM is a CDK2 or CDK2 and CCNE1 binding moiety thereby forming a compound of formula l-b-4, l-b-5, or l-b-6: l-b-5 or a pharmaceutically acceptable salt thereof, wherein each of R ^x , R ^y , R ^w , W, X, L, x, and w is as defined above and described in embodiments herein, both singly and in combination.

[0064] In certain embodiments, the present invention provides a compound of formula I-b or I-b ^† , wherein CBM is a CDK2 or CDK2 and CCNE1 binding moiety thereby forming a compound of formula l-b-7: l-b-7 or a pharmaceutically acceptable salt thereof, wherein each of Ring X, Ring Y, Ring W, R ^x , R ^y , R ^w , L, x, y, and w is as defined above and described in embodiments herein, both singly and in combination; and wherein X is an optionally substituted ring selected from phenylenyl, a 3 to 12-membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic or spirocyclic carbocyclylenyl or heterocyclylenyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5 to 6-membered heteroarylenyl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur.

[0065] In some embodiments, X is an optionally substituted 3 to 12-membered saturated or partially unsaturated bicyclic carbocyclylenyl or heterocyclylenyl with 1-3 heteroatoms independently selected from nitrogen, oxygen. In some embodiments, X is an optionally substituted 3 to 12-membered saturated or partially unsaturated bridged bicyclic carbocyclylenyl or heterocyclylenyl with 1 -3 heteroatoms independently selected from nitrogen, oxygen. In some embodiments, X is an optionally substituted 3 to 12-membered saturated or partially unsaturated spirocyclic carbocyclylenyl or heterocyclylenyl with 1-3 heteroatoms independently selected from nitrogen, oxygen. In some embodiments, X is an optionally substituted 3 to 12-membered saturated or partially unsaturated spirocyclic carbocyclylenyl. In some embodiments, X is an optionally substituted 3 to 12-membered saturated or partially unsaturated spirocyclic heterocyclylenyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, X is an optionally substituted 3 to 12-membered saturated or partially unsaturated spirocyclic carbocyclylenyl. In some embodiments, X is an optionally substituted 3 to 12-membered saturated or partially unsaturated spirocyclic heterocyclylenyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur.

[0066] In certain embodiments, the present invention provides a compound of formula I-b or I-b ^† , wherein CBM is a CDK2 or CDK2 and CCNE1 binding moiety thereby forming a compound of formula 1-bb-l, l-bb-2,or l-bb-3: l-bb-3 or a pharmaceutically acceptable salt thereof, wherein each of R ^x , R ^y , R ^w , W, X, L, x, and w, is as defined above and described in embodiments herein, both singly and in combination; and wherein L ^y and one R ^x are taken together with their intervening atoms to form Ring W ¹ , wherein Ring W ¹ is a 5-6 membered saturated, partially unsaturated or heteroaryl ring having 0-3 heteroatoms independently selected from oxygen, nitrogen or sulfur.

[0067] In some embodiments, Ring W is a 4 to 7-membered saturated or partially unsaturated carbocyclyl. In some embodiments, Ring W is a 4 to 7-membered saturated or partially unsaturated heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, Ring W is a 5 to 6-membered saturated or partially unsaturated heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur.In some embodiments, Ring W is a fused 4 to 7-membered saturated or partially unsaturated heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur.

[0068] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 or CDK2 and CCNE1 binding moiety thereby forming a compound of formula I-d:

I-d or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described herein, and wherein: each R ^q , R ^s , and R‘ are independently selected from hydrogen, optionally substituted C _1-6 aliphatic, halogen, -CN, -NO ₂ , -OR, -SR, -NR ₂ , -SiR ₃ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR, - C(O)NR ₂ , -C(O)NROR, -OC(O)R, -OC(O)NR ₂ , -OP(O)R ₂ , -OP(O)(OR) ₂ , -OP(O)(OR)NR ₂ , - OP(O)(NR ₂ ) ₂ , -P(O)R ₂ , -P(O)(OR) ₂ , -P(O)(OR)NR ₂ , -P(O)(NR ₂ ) ₂ ,

NRC(O)OR, -NRC(O)R, -NRC(O)N(R) ₂ , -NRS(O) ₂ R, -NP(O)R ₂ , -NRP(O)(OR) ₂ , NRP(O)(OR)NR ₂ , and -NRP(O)(NR ₂ ) ₂ ; each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: two R groups on the same nitrogen are optionally taken together with their intervening atoms to form a 4-7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the nitrogen atom to which they are attached, independently selected from nitrogen, oxygen, and sulfur; and q, s, and t are independently 0, 1, 2, 3, or 4.

[0069] In certain embodiments, the present invention provides a compound of formula I-d, wherein CBM is a CDK2 or CDK2 and CCNE1 binding moiety thereby forming a compound of formula I-d-1:

I-d-1 or a pharmaceutically acceptable salt thereof, wherein each of R ^q , R ^s , R‘, R, t, and s is as defined above and described in embodiments herein, both singly and in combination.

[0070] In certain embodiments, the present invention provides a compound of formula I-d, wherein

CBM is a CDK2 or CDK2 and CCNE1 binding moiety thereby forming a compound of formula I-d-2:

I-d-2 or a pharmaceutically acceptable salt thereof, wherein each of R ^q , R ^s , R ^l , R, q, and s is as defined above and described in embodiments herein, both singly and in combination.

[0071] In certain embodiments, the present invention provides a compound of formula I-d, wherein CBM is a CDK2 or CDK2 and CCNE1 binding moiety thereby forming a compound of formula I-d-3:

I-d-3 or a pharmaceutically acceptable salt thereof, wherein each of R ^q , R ^s , R‘, R, and s is as defined above and described in embodiments herein, both singly and in combination.

[0072] As defined generally above, Ring W, Ring X, and Ring Y are independently a ring selected from phenyl, a 4 to 7-membered saturated or partially unsaturated carbocyclyl or heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5 to 6-membered heteroaryl with 1 -4 heteroatoms independently selected from nitrogen, oxygen and sulfur.

[0073] In some embodiments, one or more of Ring W, Ring X, and Ring Y is a ring selected from phenyl. In some embodiments, one or more of Ring W, Ring X, and Ring Y is a 4 to 7-membered saturated or partially unsaturated carbocyclyl or heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, one or more of Ring W, Ring X, and Ring Y is a 5 to 6-membered heteroaryl with 1 -4 heteroatoms independently selected from nitrogen, oxygen and sulfur.

[0074] As defined generally above, Ring W and Ring X are independently fused rings selected from benzo, a 4 to 7-membered saturated or partially unsaturated carbocyclyl or heterocyclyl with 1 -3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5 to 6-membered heteroaryl with 1 -4 heteroatoms independently selected from nitrogen, oxygen and sulfur.

[0075] In some embodiments, one or more of Ring W and Ring X is benzo. In some embodiments, one or more of Ring W and Ring X is a fused 4 to 7-membered saturated or partially unsaturated carbocyclyl. In some embodiments, one or more of Ring W and Ring X is a fused 4 to 7-membered saturated or partially unsaturated heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, one or more of Ring W and Ring X is a fused 5 to 6-membered heteroaryl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur.

[0076] As defined generally above, Ring X is a bicyclic ring selected from naphthyl, a 9 to 10- membered saturated or partially unsaturated carbocyclyl or heterocyclyl with 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 9 to 10-membered heteroaryl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur.

[0077] In some embodiments, Ring X is naphthyl. In some embodiments, Ring X is a 9 to 10- membered saturated or partially unsaturated carbocyclyl or heterocyclyl with 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, Ring X is 9 to 10- membered heteroaryl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur.In some embodiments, Ring W is a fused 5 to 6-membered heteroaryl with 1 -4 heteroatoms independently selected from nitrogen, oxygen and sulfur. In some embodiments, Ring W is a 4 to 7-membered saturated or partially unsaturated carbocyclyl. In some embodiments, Ring W is a 4 to 7-membered saturated or partially unsaturated heterocyclyl with 1 -3 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, Ring W is a fused 4 to 7-membered saturated or partially unsaturated heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, Ring W is a fused 5 to 6-membered heteroaryl with 1 -2 nitrogen. In some embodiments, Ring W is a 5 to 6-membered heteroaryl with 1-2 nitrogen. In some embodiments, Ring W is a fused 5 to 6-membered saturated or partially unsaturated heterocyclyl with 1 -2 nitrogen. In some embodiments, Ring W is a 5 to 6-membered saturated or partially unsaturated heterocyclyl with 1 -2 nitrogen. In some embodiments, Ring some embodiments, Ring some embodiments, Ring In some embodiments, Ring some embodiments, Ring some embodiments, Ring

In some embodiments, Ring some embodiments, Ring W is H

In some embodiments, Ring W is In some embodiments, Ring W is some embodiments, Ring W is

[0078] In some embodiments, Ring W is In some embodiments, Ring W is

[0079] In some embodiments, Ring W is selected from those depicted in Table 1, below.

[0080] In some embodiments, Ring X is benzo. In some embodiments, Ring X is a fused 5 to 6- membered heteroaryl with 1 -4 heteroatoms independently selected from nitrogen, oxygen and sulfur.

[0081] In some embodiments, Ring X is a fused 5 to 6-membered heteroaryl with 1-2 nitrogen. In some embodiments, Ring X is a fused 5 to 6-membered heteroaryl with 1 nitrogen. In some embodiments,

Ring X is a fused 5-membered heteroaryl with sulfur or oxygen and optionally 1 nitrogen. In some embodiments, Ring In some embodiments, Ring embodiments, Ring In some embodiments, Ring In some embodiments, Ring In some embodiments, Ring X is . In some embodiments, Ring In some embodiments, Ring In some embodiments, Ring

[0082] In some embodiments, Ring X is selected from those depicted in Table 1, below.

[0083] As defined generally above, Ring Y is a ring selected from phenyl, a 4 to 7-membered saturated or partially unsaturated carbocyclyl or heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5 to 6-membered heteroaryl with 1 -4 heteroatoms independently selected from nitrogen, oxygen and sulfur.

[0084] In some embodiments, Ring Y is phenyl. In some embodiments, Ring Y is a 4 to 7-membered saturated or partially unsaturated carbocyclyl

[0085] In some embodiments, Ring Y is . In some embodiments, Ring Y is ,

[0086] In some embodiments, Ring Y is selected from those depicted in Table 1, below.In some embodiments, Ring W, Ring X, and Ring Y are selected from those depicted in Table 1, below.

[0087] As defined generally above, Y is a covalent bond, -S(O) ₂ -, -S(O)-, -S(O)(NR)-, -P(O)R-, -

[0088] In some embodiments, Y is a covalent bond, -S(O) ₂ -, -S(O)-, -S(O)(NR)-, -P(O)R-, or - P(O)OR-.

[0089] In some embodiments, Y is -S(O) ₂ -, -S(O)-, -S(O)(NR)-, -P(O)R-, or -P(O)OR-.

[0090] In some embodiments, Y is a covalent bond. In some embodiments, Y is -S(O) ₂ -. In some C) NR embodiments, Y is -S(O)-. In some embodiments, Y is -S(O)(NR)- (e.g., Y ' ^S V ' ). In some embodiments, Y is -P(O)R-. In some embodiments, Y is -P(O)OR-. In some embodiments, Y is -S(NR) ₂ -. In some embodiments, Y is -S(O) ₂ NR-.

[0091] In some embodiments, Y is -S(O) _1- 2-- In some embodiments, Y is -S(O)(NH)-. In some embodiments, Y is -P(O)Me-.

[0092] In some embodiments,

[0093] In some embodiments, Y is v ' ^s v ' , wherein Ring Z ¹ is an optionally substituted 3-12 membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic or spirocyclic heterocyclyl with an additional 0-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur.

[0094] In some embodiments, wherein Ring Z ² is an optionally substituted 3-12 membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic or spirocyclic heterocyclyl.

[0095] In some embodiments, Y is -S(NR) ₂ .

[0096] In some embodiments, Y is .In some embodiments, Y is selected from those depicted in Table 1, below.

[0097] As defined generally above, Ring Z is an optionally substituted 3-12 membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic or spirocyclic carbocyclyl or heterocyclyl with 1 -3 heteroatoms independently selected from nitrogen, oxygen, and sulfur.

[0098] In some embodiments, Ring Z is an optionally substituted 3-12 membered saturated or partially unsaturated monocyclic, bicyclic, or spirocyclic carbocyclyl. In some embodiments, Ring Z is an optionally substituted 3-12 membered saturated or partially unsaturated monocyclic, bicyclic, or spirocyclic heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, Ring Z is an optionally substituted 3-12 membered saturated or partially unsaturated monocyclic carbocyclyl. In some embodiments, Ring Z is an optionally substituted 3-12 membered saturated or partially unsaturated bicyclic carbocyclyl. In some embodiments, Ring Z is an optionally substituted 3-12 membered saturated or partially unsaturated bicyclic carbocyclyl. In some embodiments, Ring Z is an optionally substituted 3-12 membered saturated or partially unsaturated spirocyclic carbocyclyl. In some embodiments, Ring Z is an optionally substituted 3-12 membered saturated or partially unsaturated monocyclic heterocyclyl with 1 -3 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, Ring Z is an optionally substituted 3-12 membered saturated or partially unsaturated bicyclic heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, Ring Z is an optionally substituted 3-12 membered saturated or partially unsaturated bicyclic heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, Ring Z is an optionally substituted 3-12 membered saturated or partially unsaturated spirocyclic heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur.

[0099] In some embodiments, Ring Z is selected from those depicted in Table 1, below.

[0100] As defined generally above, Q ⁵ is carbon or sulfur.

[0101] In some embodiments, Q ⁵ is carbon. In some embodiments, Q ⁵ is sulfur.

[0102] In some embodiments, Q ⁵ is selected from those depicted in Table 1, below.

[0103] As defined generally above, X is -CR ₂ -, -CFR-, -CF2-, -NR-, or an optionally substituted ring selected from phenylenyl, a 3 to 12-membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic or spirocyclic carbocyclylenyl or heterocyclyl enyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5 to 6-membered heteroarylenyl with 1 -4 heteroatoms independently selected from nitrogen, oxygen and sulfur.

[0104] In some embodiments, X is -CR ₂ -. In some embodiments, X is -CH ₂ -. In some embodiments, X is -CHMe-. In some embodiments, X is -CMe2-. In some embodiments, X is -CFR-. In some embodiments, X is -CF2-. In some embodiments, X is -CH(OR)-. In some embodiments, X is -CMe(OR)- . In some embodiments, X is -CH(OMe)-. In some embodiments, X is -CMe(OH)-. In some embodiments, X is -CMe(CN)-. In some embodiments, X is -NR-. In some embodiments, X is -NH-. In some embodiments, X is -NMe-. In some embodiments, X is an optionally substituted phenylenyl. In some embodiments, X is an optionally substituted 3 to 12-membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic or spirocyclic carbocyclylenyl. In some embodiments, X is an optionally substituted monocyclic, bicyclic, bridged bicyclic or spirocyclic heterocyclylenyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, X is an optionally substituted 5 to 6-membered heteroarylenyl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur. [0105] In some embodiments, X is an optionally substituted 3 to 12-membered saturated or partially unsaturated bicyclic carbocyclylenyl or heterocyclylenyl with 1 -3 heteroatoms independently selected from nitrogen, oxygen. In some embodiments, X is an optionally substituted 3 to 12-membered saturated or partially unsaturated bridged bicyclic carbocyclylenyl or heterocyclylenyl with 1 -3 heteroatoms independently selected from nitrogen, oxygen. In some embodiments, X is an optionally substituted 3 to 12-membered saturated or partially unsaturated spirocyclic carbocyclylenyl or heterocyclylenyl with 1-3 heteroatoms independently selected from nitrogen, oxygen. In some embodiments, X is an optionally substituted 3 to 12-membered saturated or partially unsaturated spirocyclic carbocyclylenyl. In some embodiments, X is an optionally substituted 3 to 12-membered saturated or partially unsaturated spirocyclic heterocyclylenyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, X is an optionally substituted 3 to 12-membered saturated or partially unsaturated spirocyclic carbocyclylenyl. In some embodiments, X is an optionally substituted 3 to 12-membered saturated or partially unsaturated spirocyclic heterocyclylenyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, X is an ortho-methyl piperdine. . In some embodiments, X is an meta-fluoro piperdine. In some embodiments, X is an meta-methyl piperdine.

[0106] In some embodiments, X is . In some embodiments, X is . In some embodiments, X is H * O ^v H . In some embodiments, X i •s H d ' — '/ ^N- 1. In some embodiments, X is , In some embodiments, X is some embodiments, X is In some embodiments, X is In some embodiments, X is In some embodiments, X is In some [0107] In some embodiments, X is In some embodiments, X is In some embodiments, X is In some embodiments, X is In some embodiments, X is In some embodiments,

[0108] In some embodiments, X is . In some embodiments, X is L some embodiments, X is In some embodiments, X is In some embodiments, X is .In some embodiments, X is In some embodiments, X is some embodiments, X is In some embodiments, X is In some embodiments,

[0109] In some embodiments, Y connects to a carbon atom of X when X is an optionally substituted monocyclic, bicyclic, bridged bicyclic or spirocyclic heterocyclylenyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or when X is an optionally substituted 5 to 6-membered heteroarylenyl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur.

[0110] In some embodiments, X is , wherein each Q ¹ is independently -O-, -S-, -C(O)-, -C(S)-, -CH ₂ -, -CHR-, -CR.2-, -NH-, or -NR-; and Q ² is a C1-9 bivalent saturated or unsaturated hydrocarbon chain or spirocyclic fused ring wherein 1-2 methylene units of the chain or ring are independently and optionally replaced with -O-, -S-, -C(O)-, -C(S)-, -CHR-, -CR ₂ -, -NH-, or -NR-.

[0111] In some embodiments, X is selected from those depicted in Table 1, below.

[0112] As defined generally above, each R ^w , R ^x , and R ^y is independently selected from hydrogen, R ^A , halogen, -CN, -NO ₂ , -OR, -SR, -NR ₂ , -SiR ₃ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR, - C(O)NR ₂ , -C(O)NROR, -CR ₂ NRC(O)R, -CR ₂ NRC(O)NR ₂ , -OC(O)R, -OC(O)NR ₂ , -OP(O)R ₂ , - OP(O)(OR) ₂ , -OP(O)(OR)NR ₂ , -OP(O)(NR ₂ ) ₂ , -NRC(O)OR, -NRC(O)R, -NRC(O)N(R) ₂ , -NRS(O) ₂ R, - NP(O)R ₂ , -NRP(O)(OR) ₂ , -NRP(O)(OR)NR ₂ , and -NRP(O)(NR ₂ ) ₂ , or two R ^w groups attached to the same carbon atom are optionally taken together to form a spiro fused ring selected from a 3-5 membered saturated or partially unsaturated carbocyclyl and a 3-5 membered saturated or partially unsaturated heterocyclyl having 1 -2 heteroatoms independently selected from nitrogen, oxygen, and sulfur.

[0113] In some embodiments, one or more of R ^w , R ^x , and R ^y is hydrogen. In some embodiments, one or more of R ^w , R ^x , and R ^y is R ^A . In some embodiments, one or more of R ^w , R ^x , and R ^y is halogen. In some embodiments, one or more of R ^w , R ^x , and R ^y is -CN. In some embodiments, one or more of R ^w , R ^x , and R ^y is -NO ₂ . In some embodiments, one or more of R ^w , R ^x , and R ^y is -OR. In some embodiments, one or more of R ^w , R ^x , and R ^y is -SR. In some embodiments, one or more of R ^w , R ^x , and R ^y is -NR ₂ . In some embodiments, one or more of R ^w , R ^x , and R ^y is -SiRa. In some embodiments, one or more of R ^w , R ^x , and R ^y is -S(O) ₂ R. In some embodiments, one or more of R ^w , R ^x , and R ^y is -S(O) ₂ NR ₂ . In some embodiments, one or more of R ^w , R ^x , and R ^y is -S(O)R. In some embodiments, one or more of R ^w , R ^x , and R ^y is -C(O)R. In some embodiments, one or more of R ^w , R ^x , and R ^y is -C(O)OR. In some embodiments, one or more of R ^w , R ^x , R ^y , and R ^z is -C(O)NR ₂ . In some embodiments, one or more of R ^w , R ^x , and R ^y is -C(O)NROR. In some embodiments, one or more of R ^w , R ^x , and R ^y is -OC(O)R. In some embodiments, one or more of R ^w , R ^x , and R ^y is -OC(O)NR ₂ . In some embodiments, one or more of R ^w , R ^x , and R ^y is -OP(O)R ₂ . In some embodiments, one or more of R ^w , R ^x , and R ^y is -OP(O)(OR) ₂ . In some embodiments, one or more of R ^w , R ^x , and R ^y is -OP(O)(OR)NR ₂ . In some embodiments, one or more of R ^w , R ^x , and R ^y is -P(O)R ₂ . In some embodiments, one or more of R ^w , R ^x , and R ^y is -P(O)(OR) ₂ . In some embodiments, one or more of R ^w , R ^x , and R ^y is -P(O)(OR)NR ₂ . In some embodiments, one or more of R ^w , R ^x , and R ^y is -P(O)(NR ₂ ) ₂ -. In some embodiments, one or more of R ^w , R ^x , and R ^y is -NRC(O)OR. In some embodiments, one or more of R ^w , R ^x , and R ^y is -NRC(O)R. In some embodiments, one or more of R ^w , R ^x , and R ^y is -NRC(O)N(R) ₂ . In some embodiments, one or more of R ^w , R ^x , and R ^y is -NRS(O) ₂ R. In some embodiments, one or more of R ^w , R ^x , and R ^y is -NP(O)R ₂ . In some embodiments, one or more of R ^w , R ^x , and R ^y is -NRP(O)(OR) ₂ . In some embodiments, one or more of R ^w , R ^x , and R ^y is -NRP(O)(OR)NR ₂ . In some embodiments, one or more of R ^w , R ^x , and R ^y is -NRP(O)(NR ₂ ) ₂ . In some embodiments, one or more of R ^w , R ^x , and R ^y is -CF ₃ . In some embodiments, two R ^w groups attached to the same carbon atom are taken together to form a 3-5 membered saturated or partially unsaturated carbocyclic spiro fused ring. In some embodiments, two R ^w groups attached to the same carbon atom are optionally taken together to form a 3-5 membered saturated or partially unsaturated heterocyclic spiro fused ring having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur.

[0114] In some embodiments, one or more R ^w is selected from hydrogen, R ^A , halogen, -CN, -NO ₂ , - OR, -SR, -NR ₂ , -SiR ₃ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)NR ₂ , -C(O)NROR, - CR ₂ NRC(O)R, -CR ₂ NRC(O)NR ₂ , -OC(O)R, -OC(O)NR ₂ , -OP(O)R ₂ , -OP(O)(OR) ₂ , -OP(O)(OR)NR ₂ , - OP(O)(NR ₂ ) ₂ , -NRC(O)OR, -NRC(O)R, -NRC(O)N(R) ₂ , -NRS(O) ₂ R, -NP(O)R ₂ , -NRP(O)(OR) ₂ , - NRP(O)(OR)NR ₂ , and -NRP(O)(NR ₂ ) ₂ , or two R ^w groups attached to the same carbon atom are optionally taken together to form a spiro fused ring selected from a 3-5 membered saturated or partially unsaturated carbocyclyl and a 3-5 membered saturated or partially unsaturated heterocyclyl having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur.

[0115] In some embodiments, one or more R ^w is hydrogen. . In some embodiments, one or more R ^w is R ^A . In some embodiments, one or more R ^w is halogen. In some embodiments, one or more R ^w is -CN, - NO ₂ , -OR, -SR, -NR ₂ , -SiR ₃ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)NR ₂ , -C(O)NROR, - CR ₂ NRC(O)R, -CR ₂ NRC(O)NR ₂ , -OC(O)R, -OC(O)NR ₂ , -OP(O)R ₂ , -OP(O)(OR) ₂ , -OP(O)(OR)NR ₂ , - OP(O)(NR ₂ ) ₂ , -NRC(O)OR, -NRC(O)R, -NRC(O)N(R) ₂ , -NRS(O) ₂ R, -NP(O)R ₂ , -NRP(O)(OR) ₂ , - NRP(O)(OR)NR ₂ , or -NRP(O)(NR ₂ ) ₂ . In some embodiments two R ^w groups attached to the same carbon atom are taken together to form a spiro fused ring selected from a 3 -5 membered saturated or partially unsaturated carbocyclyl and a 3-5 membered saturated or partially unsaturated heterocyclyl having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur.

[0116] In some embodiments, two R ^w groups attached to the same carbon atom are taken together to form a spiro fused 3-5 membered saturated or partially unsaturated carbocyclyl. In some embodiments, two R ^w groups attached to the same carbon atom are taken together to form a spiro fused 3-5 membered saturated or partially unsaturated heterocyclyl having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, two R ^w groups attached to the same or adjacent carbon atom are optionally taken together to form a spiro fused or 1,2-fused ring selected from a 3-12 membered saturated or partially unsaturated carbocyclyl and a 3-12 membered saturated or partially unsaturated heterocyclyl having 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, two R ^w groups attached to the same or adjacent carbon atom are taken together to form a spiro fused or 1,2-fused ring selected from a 3-12 membered saturated or partially unsaturated carbocyclyl and a 3- 12 membered saturated or partially unsaturated heterocyclyl having 1 -3 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, two R ^w groups attached to the same carbon atom are taken together to form a spiro fused 3-12 membered saturated or partially unsaturated carbocyclyl.

[0117] In some embodiments, two R ^w groups attached to the same carbon atom are taken together to form a spiro fused 3-12 membered saturated or partially unsaturated heterocyclyl having 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, two R ^w groups attached to adjacent carbon atoms are taken together to form a 1,2-fused 3-12 membered saturated or partially unsaturated carbocyclyl. In some embodiments, two R ^w groups attached to adjacent carbon atoms are taken together to form a 1,2-fused 3-12 membered saturated or partially unsaturated heterocyclyl having 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur.

[0118] In some embodiments, R ^w is fluoro. In some embodiments, R ^w is chloro. In some embodiments, R ^w is bromo. In some embodiments, R ^w is -CN. In some embodiments, R ^w is -OH. In some embodiments, R ^w is -OMe. In some embodiments, R ^w is -OiPr. In some embodiments, R ^w is -O- cyclopropyl. In some embodiments, R ^w is -O-cyclobutyl. In some embodiments, R ^w is -CONH ₂ .

[0119] In some embodiments, R ^w is R ^A . In some embodiments, R ^w is methyl. In some embodiments, R ^w is ethyl. In some embodiments, R ^w is isopropyl. In some embodiments, R ^w is tert-butyl. In some embodiments, R ^w is cyclopropyl. In some embodiments, R ^w is cyclobutyl. In some embodiments, R ^w is cyclopentyl. In some embodiments, R ^w is -CHF2. In some embodiments, R ^w is -CF ₃ . In some embodiments, R ^w is -CH ₂ CHF2. In some embodiments, R ^w is -CH(Me)CF ₃ . In some embodiments, R ^w is

-CMe20H. In some embodiments, embodiments, R ^w is . In some embodiments, . In some embodiments, R ^w is , In some embodiments, R ^w is In some embodiments, R ^w is . In some embodiments, R ^w is . In some embodiments, R ^w is . , . In some embodiments, R ^w is . In some embodiments, R ^w is . In some embodiments, R ^w is . In some embodiments, R ^w is . , . In some embodiments, R ^w is . In some embodiments, R ^w is . In some embodiments, R ^w is

[0120] In some embodiments, two R ^w cyclize to form cyclopropylenyl. In some embodiments, two R ^w cyclize to form an optionally substituted cyclobutylenyl. In some embodiments, two R ^w cyclize to form cyclobutylenyl. In some embodiments, two R ^w cyclize to form . In some embodiments, two R ^w cyclize to form . In some embodiments, two R ^w cyclize to form .

[0121] In some embodiments, one or more R ^x is selected from hydrogen, R ^A , halogen, -CN, -NO ₂ , - OR, -SR, -NR ₂ , -SiR ₃ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)NR ₂ , -C(O)NROR, - CR ₂ NRC(O)R, -CR ₂ NRC(O)NR ₂ , -OC(O)R, -OC(O)NR ₂ , -OP(O)R ₂ , -OP(O)(OR) ₂ , -OP(O)(OR)NR ₂ , - OP(O)(NR ₂ ) ₂ , -NRC(O)OR, -NRC(O)R, -NRC(O)N(R) ₂ , -NRS(O) ₂ R, -NP(O)R ₂ , -NRP(O)(OR) ₂ , - NRP(O)(OR)NR ₂ , and -NRP(O)(NR ₂ ) ₂ .

[0122] In some embodiments, one or more R ^x is hydrogen. In some embodiments, one or more R ^x is R ^A . In some embodiments, one or more R ^x is halogen. In some embodiments, one or more R ^x is -CN, -NO ₂ , -OR, -SR, -NR ₂ , -SiR ₃ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)NR ₂ , -C(O)NROR, - CR ₂ NRC(O)R, -CR ₂ NRC(O)NR ₂ , -OC(O)R, -OC(O)NR ₂ , -OP(O)R ₂ , -OP(O)(OR) ₂ , -OP(O)(OR)NR ₂ , - OP(O)(NR ₂ ) ₂ , -NRC(O)OR, -NRC(O)R, -NRC(O)N(R) ₂ , -NRS(O) ₂ R, -NP(O)R ₂ , -NRP(O)(OR) ₂ , - NRP(O)(OR)NR ₂ , or -NRP(O)(NR ₂ ) ₂ .

[0123] In some embodiments, R ^x is bromo. In some embodiments, R ^x is R ^A . In some embodiments, R ^x is -CF ₃ .

[0124] In some embodiments, one or more R ^y is selected from hydrogen, R ^A , halogen, -CN, -NO ₂ , - OR, -SR, -NR ₂ , -SiR ₃ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)NR ₂ , -C(O)NROR, - CR ₂ NRC(O)R, -CR ₂ NRC(O)NR ₂ , -OC(O)R, -OC(O)NR ₂ , -OP(O)R ₂ , -OP(O)(OR) ₂ , -OP(O)(OR)NR ₂ , - OP(O)(NR ₂ ) ₂ , -NRC(O)OR, -NRC(O)R, -NRC(O)N(R) ₂ , -NRS(O) ₂ R, -NP(O)R ₂ , -NRP(O)(OR) ₂ , - NRP(O)(OR)NR ₂ , and -NRP(O)(NR ₂ ) ₂ .

[0125] In some embodiments, one or more R ^y is hydrogen. In some embodiments, one or more R ^y is R ^A . In some embodiments, one or more R ^y is halogen. In some embodiments, one or more R ^y is -CN, -NO ₂ , -OR, -SR, -NR ₂ , -SiR ₃ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)NR ₂ , -C(O)NROR, - CR ₂ NRC(O)R, -CR ₂ NRC(O)NR ₂ , -OC(O)R, -OC(O)NR ₂ , -OP(O)R ₂ , -OP(O)(OR) ₂ , -OP(O)(OR)NR ₂ , - OP(O)(NR ₂ ) ₂ , -NRC(O)OR, -NRC(O)R, -NRC(O)N(R) ₂ , -NRS(O) ₂ R, -NP(O)R ₂ , -NRP(O)(OR) ₂ , - NRP(O)(OR)NR ₂ , or -NRP(O)(NR ₂ ) ₂ .

[0126] In some embodiments, R ^y is R ^A . In some embodiments, R ^y is methyl.

[0127] In some embodiments, R ^w , R ^x , and R ^y are selected from those depicted in Table 1, below.

[0128] As defined generally above, each R ^q , R ^s , and R‘ are independently selected from hydrogen, optionally substituted C _1-6 aliphatic, halogen, -CN, -NO ₂ , -OR, -SR, -NR ₂ , SiR ₃ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)NR ₂ , -C(O)NROR, -OC(O)R, -OC(O)NR ₂ , - OP(O)R ₂ , -OP(O)(OR) ₂ , -OP(O)(OR)NR ₂ , -OP(O)(NR ₂ ) ₂ , -P(O)R ₂ , -P(O)(OR) ₂ , -P(O)(OR)NR ₂ , - P(O)(NR ₂ ) ₂ , -NRC(O)OR, -NRC(O)R, -NRC(O)N(R) ₂ , -NRS(O) ₂ R, -NP(O)R ₂ , -NRP(O)(OR) ₂ , - NRP(O)(OR)NR ₂ , and -NRP(O)(NR ₂ ) ₂ .

[0129] In some embodiments, R ^q is NO ₂ . In some embodiments, R ^q is CF ₃ . In some embodiments, R ^q is SF5. In some embodiments, R ^q is a halogen. In some embodiments, R ^q is Cl. In some embodiments, R ^q is F. In some embodiments, R ^q is Br. In some embodiments, R ^q is CN. In some embodiments, R ^q is OR.

[0130] In some embodiments, R‘ is H. In some embodiments, R‘ is a halogen. In some embodiments, R‘ is Br. In some embodiments, R‘ is CN.

[0131] In some embodiments, R ^s is H. In some embodiments, R ^s is Me.

[0132] In some embodiments, R ^q , R ^s , and R‘ are selected from those depicted in Table 1, below.

[0133] As defined generally above, each R ^A is independently an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 3-12 membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic or spirocyclic carbocyclyl or heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur.

[0134] In some embodiments, R ^A is an optionally substituted C _1-6 aliphatic. In some embodiments, R ^A is an optionally substituted phenyl. In some embodiments, R ^A is an optionally substituted 3-12 membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic or spirocyclic carbocyclyl. In some embodiments, R ^A is an optionally substituted 3-12 membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic or spirocyclic heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, R ^A is an optionally substituted 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur.

[0135] In some embodiments, R ^A is C i-ealkyl (e.g., methyl, ethyl, isopropyl, etc.). In some embodiments, R ^A is C _1- ehaloalkyl (e.g., -CF ₃ , -CHF2, etc.).

[0136] In some embodiments, R ^A is selected from those depicted in Table 1, below.

[0137] As defined generally above, each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or two R groups on the same nitrogen are optionally taken together with their intervening atoms to form a 4-7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the nitrogen atom to which they are attached, independently selected from nitrogen, oxygen, and sulfur.

[0138] In some embodiments, R is hydrogen. In some embodiments, R is an optionally substituted C _1- 6 aliphatic. In some embodiments, R is an optionally substituted phenyl. In some embodiments, R is an optionally substituted a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, R is an optionally substituted a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodimets, two R groups on the same nitrogen are taken together with their intervening atoms to form a 4-7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the nitrogen atom to which they are attached, independently selected from nitrogen, oxygen, and sulfur.

[0139] In some embodiments, R is C _1- ealkyl (e.g., methyl, ethyl, isopropyl, etc.). In some embodiments, R is C _1- ehaloalkyl (e.g., -CF ₃ , -CHF2, etc.).

[0140] In some embodiments, R is selected from those depicted in Table 1, below.

[0141] As defined generally above, L ^y is a covalent bond or a C1-3 bivalent straight or branched saturated or unsaturated hydrocarbon chain wherein 1-2 methylene units of the chain are independently and optionally replaced with -O-, -C(O)-, -C(S)-, -CF2-, -CRF-, -NR-, -S-, -S(O)-, -S(O) ₂ - or -CR=CR-.

[0142] In some embodiments, L ^y is a covalent bond. In some embodiments, L ^y is a C1-3 bivalent straight or branched saturated or unsaturated hydrocarbon chain wherein 1 -2 methylene units of the chain are independently and optionally replaced with -O-, -C(O)-, -C(S)-, -CF2-, -CRF-, -NR-, -S-, -S(O)-, -S(O) ₂ - or -CR=CR-.

[0143] In some embodiments, L ^y is selected from those depicted in Table 1, below.

[0144] As defined generally above, w, x, and y are independently 0, 1, 2, 3, or 4.

[0145] In some embodiments, one or more of w, x, and y is 0. In some embodiments, one or more of w, x, and y is 1 . In some embodiments, one or more of w, x, and y is 2. In some embodiments, one or more of w, x, and y is 3. In some embodiments, one or more of w, x, and y is 4.

[0146] In some embodiments, w is 0 or 1. In some embodiments, w is 1 or 2. In some embodiments, x is 0 or 1. In some embodiments, x is 1 or 2. In some embodiments, y is 0 or 1. In some embodiments, y is 1 or 2.

[0147] In some embodiments, w, x, and y are selected from those depicted in Table 1, below.

[0148] As defined generally above, q, s, and t are independently 0, 1, 2, 3, or 4.

[0149] In some embodiments, one or more of q, s, and tis 0. In some embodiments, one or more of q, s, and tis 1. In some embodiments, one or more of q, s, and t is 2. In some embodiments, one or more of q, s, and t is 3. In some embodiments, one or more of q, s, and t is 4.

[0150] In some embodiments, q, s, and t are selected from those depicted in Table 1, below.

[0151] In some embodiments, some embodiments, ,

s

s , , , so e em o mens, s

,

, , ,

In some embodim , , , ,

, , so e e o e s, s

,

, , , ,

, In some embodiments, CBM is

In some embodiments, In some embodiments, CBM is em o mens, is n some em o mens, s ,

, ,

, In some embodiments, CBM is

In some embodiments, CBM is

In some embodiments, CBM is

In some embodiments, CBM is

In some embodiments, CBM is

In some embodiments, CBM is

In some embodiments, CBM is ,

, , ,

, em o mens, s so e e o e s, s , , , [ , In some ,

, some em o mens, s , In some embodiments, CBM is

In some embodiments, CBM is

In some embodiments, CBM is

In some embodiments, CBM is

In some embodiments, CBM is

In some embodiments, CBM is ,

In some embodiments, CBM is In some embodiments, some embodiments, CBM is o mens, s e o e s, s , n some em o mens, s ,

, , , below.

[0155] In certain embodiments, the present invention provides a compound of formula I, wherein

CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-1 :

I-C-l or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables, R ¹ , R ² , R ³ and R ⁴ are as defined and described in WO 2021/254384, the entirety of which is herein incorporated by reference.

[0156] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-2:

I-C-2 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ¹ , R ² , R ³ , R ⁴ , R ⁵ , R ⁶ , R ⁷ , R ⁸ , R ⁹ ,R ¹⁰ , R ¹¹ , R ¹² ,R ¹³ , R ¹⁴ , and R ¹⁵ are as defined and described in WO 2021/249258, the entirety of which is herein incorporated by reference.

[0157] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-3:

I-c-3 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables X ¹ , X ² , X ³ , X ⁴ , X ⁵ , R ³ and R ⁵ are as defined and described in WO 2021/236650 , the entirety of which is herein incorporated by reference.

[0158] In certain embodiments, the present invention provides a compound of formula I, wherein

CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-4 and I-c-5:

I-c-5 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ¹ and R ² are as defined and described in CN11289271, the entirety of which is herein incorporated by reference.

[0159] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-6:

I-c-6 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ¹ , R ² , R ³ ,R ⁴ , R ⁵ and R ⁶ are as defined and described in WO 2021/072475 , the entirety of which is herein incorporated by reference.

[0160] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-1:

I-c-7 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ¹ , R ² , R ³ and R ⁴ are as defined and described in WO 2021/254384, the entirety of which is herein incorporated by reference.

[0161] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-8:

I-c-8 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ¹ , R ² , R ³ , R ⁴ , R ⁵ , R ⁶ , R ⁷ and n are as defined and described in WO 2021/073593, the entirety of which is herein incorporated by reference.

[0162] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-9: or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ^z , A, R ¹ , R ² , R ³ , R ⁴ , R ⁶ , R ⁷ and are as defined and described in WO 2021/030537, the entirety of which is herein incorporated by reference.

[0163] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-10, l-c-11 , and I-c-12:

I-c-12 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables X, Y, B, D, C, D, E, F, s, t, n, R ¹ , R ² , R ³ , R ⁴ and R ⁶ are as defined and described in CN 113698391, the entirety of which is herein incorporated by reference.

[0164] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-13:

I-c-13 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ¹ , R ² , and R ³ are as defined and described in CN113999210, the entirety of which is herein incorporated by reference.

[0165] In certain embodiments, the present invention provides a compound of formula I, wherein

CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-14:

I-c-14 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ¹ , and R ² are as defined and described in WO 2022/018596, the entirety of which is herein incorporated by reference.

[0166] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-15: or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ¹ and R ² are as defined and described in WO 2022/018667, the entirety of which is herein incorporated by reference.

[0167] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-16:

I-c-16 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ¹ , R ² , R ³ , R ⁴ and Hy are as defined and described in WO 2022/015670, the entirety of which is herein incorporated by reference.

[0168] In certain embodiments, the present invention provides a compound of formula I, wherein

CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-17:

I-c-17 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables X, Y, W, A, L, R ¹ and R ⁴ are as defined and described in WO 2022/037592, the entirety of which is herein incorporated by reference.

[0169] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-18:

I-c-18 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R are as defined and described in CN114380822, the entirety of which is herein incorporated by reference.

[0170] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-19:

I-c-19 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ¹ , R ² , R ³ , R ⁴ and R ⁹ are as defined and described in WO 2022/109307, the entirety of which is herein incorporated by reference.

[0171] In certain embodiments, the present invention provides a compound of formula I, wherein

CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-20:

I-c-20 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables A, A ² , A ³ , A ⁴ , R ¹ , R ² , R and R are as defined and described in WO 2022/111634, the entirety of which is herein incorporated by reference.

[0172] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-21:

I-c-21 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables A, L, Y, Z, Y ¹ , Y ² , X ¹ , X ² , X ³ , X ⁴ , R ^c , R ^d , R ^e , R ^f , R ⁸ , R ⁵ , R ⁶ , R ⁷ and n are as defined and described in WO 2022/113003, the entirety of which is herein incorporated by reference.

[0173] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-22:

I-c-22 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables L ¹ , L ² , L ³ , X, R ¹ , R ² , R ³ and R ⁴ are as defined and described in WO 2022/113621, the entirety of which is herein incorporated by reference.

[0174] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-23:

R

I-c-23 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables L ¹ , X, A, Q, R ¹ , R ³ and R ⁴ are as defined and described in WO 2022/113621, the entirety of which is herein incorporated by reference.

[0175] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-24: I-c-24 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ² , R ³ , R ¹¹ , R ¹² , R ¹³ , and R ¹⁴ are as defined and described in CN 114591213, the entirety of which is herein incorporated by reference.

[0176] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-25:

I-c-25 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ¹ , R ² , A ¹ and A ² are as defined and described in WO 2022/131741, the entirety of which is herein incorporated by reference.

[0177] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-26:

I-c-26 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and in WO 2022/137106, the entirety of which is herein incorporated by reference.

[0178] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-27:

I-c-27 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ¹ , R ² , R ³ , R ⁴ and R ⁵ are as defined and described in WO 2022/135442, the entirety of which is herein incorporated by reference.

[0179] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-28 and I-c-29: or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ¹ , R ² , R ³ and R ⁴ are as defined and described in WO 2022/135365, the entirety of which is herein incorporated by reference.

[0180] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-32: I-c-30 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ¹ , and R ² are as defined and described in

CN114685507, the entirety of which is herein incorporated by reference.

[0181] In certain embodiments, the present invention provides a compound of formula I, wherein

CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-31 : or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables Y, Z, Y ¹ , Y ² , R ^c , R ^d , R ^e , R ^f , R ⁸ , R ¹ , R ² , R ³ , m and n are as defined and described in WO 2022/149057, the entirety of which is herein incorporated by reference. [0182] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-32: or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables X, Y, Z, R ¹ , R ² , R ³ , R ⁴ , R ⁵ , R ⁶ , m, n and p are as defined and described in WO 2022/152259, the entirety of which is herein incorporated by reference.

[0183] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-33:

I-c-33 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables m, X, X ₁ , R ¹ , R ² , R ³ and R ⁵ are as defined and described in WO 2022/155941, the entirety of which is herein incorporated by reference.

[0184] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-34:

I-c-34 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables L ³ , L ³ , R ^A , R ⁶ and R ⁸ are as defined and described in WO 2022/165513, the entirety of which is herein incorporated by reference.

[0185] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-35:

I-c-35 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ₁ , R ₂ , R3 R4, R ₄ and R5 are as defined and described in WO 2022/166793, the entirety of which is herein incorporated by reference.

[0186] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-36:

I-c-36 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables A, R ¹ , R ² and n are as defined and described in CN114853672, the entirety of which is herein incorporated by reference.

[0187] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-37 and I-c-38:

I-c-38 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables Cy ^A Cy ^B , Cy ^c , Z, and R ^z are as defined and described in WO 2022/174031, the entirety of which is herein incorporated by reference.

[0188] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-39: I-c-39 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ¹ , R ² , R ³ and CDK2 Recognition Moiety are as defined and described in WO 2022/187693, the entirety of which is herein incorporated by reference.

[0189] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-40:

I-c-40 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and as described in WO 2022/187611, the entirety of which is herein incorporated by reference.

[0190] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-41 and I-c-42:

I-c-42 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ¹ , R ² , and R ³ are as defined and described in CN 115010711 , the entirety of which is herein i ncorporatcd by reference.

[0191] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-43:

I-c-43 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables A, Linker 1 and Linker 2 are as defined and described in WO 2022/206888, the entirety of which is herein incorporated by reference.

[0192] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-44:

I-c-44 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables A, R and n are as defined and described in CN 115160298, the entirety of which is herein incorporated by reference.

[0193] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-45:

I-c-45 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables X, Y, and R ¹ are as defined and described in US 2022/0340579, the entirety of which is herein incorporated by reference.

[0194] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-46:

I-c-46 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ₁ , R ₂ , R3, R ₄ , R ₅ , and X are as defined and described in WO 2022/245776, the entirety of which is herein incorporated by reference.

[0195] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-47:

I-c-47 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ₁ , R ₂ , Rsa, Rsb, R4, R ₅ , p, and r are as defined and described in WO 2022/258023, the entirety of which is herein incorporated by reference.

[0196] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-48: or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ₁ , Rs, R3, m, and n are as defined and described in WO 2022/266190, the entirety of which is herein incorporated by reference. [0197] In certain embodiments, the present invention provides a compound of formula I, wherein

CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-49:

I-C-49 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ^x , R ^A , L ³ , L2, and R ⁶ are as defined and described in WO 2022/272106, the entirety of which is herein incorporated by reference.

[0198] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-50: or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ₁ , R ₂ , R3, R4, R ₅ , Re, and Li are as defined and described in WO 2023/274397, the entirety of which is herein incorporated by reference.

[0199] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-51: or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables A, Y, R ₂ , R4, and n are as defined and described in US 2023/002376, the entirety of which is herein incorporated by reference.

[0200] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-52:

I-c-52 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ¹ , R ² , R ³ , R ⁴ , and R ⁵ are as defined and described in WO 2023/278326, the entirety of which is herein incorporated by reference.

[0201] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-53:

I-c-53 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and described in WO 2023/281413, the entirety of which is herein incorporated by reference.

[0202] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-54: I-c-54 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ¹ , R ² , R ³ , R ⁴ , X ¹ , X ² , X ³ , A and B are as defined and described in CN 115650968, the entirety of which is herein incorporated by reference.

[0203] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-55: or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and described in WO 2023/023376 and WO 2023/023664, the entireties of which are herein incorporated by reference.

[0204] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-56:

I-c-56 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ₁ , R ₂ , R3, and X are as defined and described in CN 115703760, the entirety of which is herein incorporated by reference.

[0205] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-57:

I-c-57 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ₁ , R, A, L, and x are as defined and described in CN 115806551 , the entirety of which is herein incorporated by reference.

[0206] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-58: or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ³ and R ⁶ , are as defined and described in Faber et al., J. Med. Chem. 2023, 66, 3, 1928-1940, the entirety of which is herein incorporated by reference.

[0207] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-59: or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ¹ , R ² , and R ³ , are as defined and described in Faber et al., J. Med. Chem. 2023, 66, 3, 1928-1940, the entirety of which is herein incorporated by reference.

[0208] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-60:

I-c-60 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ² , R ⁴ , R ⁵ , R ⁶ , and R ⁷ are as defined and described in Faber et al., J. Med. Chem. 2023, 66, 3, 1928-1940, the entirety of which is herein incorporated by reference.

[0209] In certain embodiments, the present invention provides a compound of formula I, wherein

CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-61:

I-c-61 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables R ¹ , R ² , R ³ , R ⁵ , R ⁶ , R ¹⁰ , Ring A, Ring B, X, Z, p, q, m, n, and s are as defined and described in WO2023/150612, the entirety of which is herein incorporated by reference.

[0210] In certain embodiments, the present invention provides a compound of formula I, wherein CBM is a CDK2 binding moiety thereby forming a compound of formula I-c-62:

I-c-62 or a pharmaceutically acceptable salt thereof, wherein L and DIM are as defined above and described in embodiments herein, and wherein each of the variables Cy ^A , Cy ^B , Cy ^c , Q and P are as defined and described in WO2023/154426, the entirety of which is herein incorporated by reference.

Ligase Binding Moiety (LBM)

[0211] In some embodiments, DIM is LBM. In some embodiments, LBM is an E3 ligase ligand well known to one of ordinary skill in the art including those described in M. Toure, C. M. Crews, Angew. Chem. Int. Ed. 2016, 55, 1966, T. Uehara et al. Nature Chemical Biology’ 2017, 13, 675, WO 2017/176708, US 2017/0281784, WO 2017/161119, WO 2017/176957, WO 2017/176958, WO 2015/160845, US 2015/0291562, WO 2016/197032, WO 2016/105518, US 2018/0009779, WO 2017/007612, 2018/0134684, WO 2013/106643, US 2014/0356322, WO 2002/020740, US 2002/0068063, WO 2012/078559, US 2014/0302523, WO 2012/003281, US 2013/0190340, US 2016/0022642, WO 2014/063061, US 2015/0274738, WO 2016/118666, US 2016/0214972, WO 2016/149668, US

2016/0272639, WO 2016/169989, US 2018/0118733, WO 2016/197114, US 2018/0147202, WO

2017/011371, US 2017/0008904, WO 2017/011590, US 2017/0037004, WO 2017/079267, US

2017/0121321, WO 2017/117473, WO 2017/117474, WO 2013/106646, WO 2014/108452, WO 2017/197036, US 2019/0076540, WO 2017/197046, US 2019/0076542, WO 2017/197051, US

2019/0076539, WO 2017/197055, US 2019/0076541, and WO 2017/197056, the entirety of each of which is herein incorporated by reference.

[0212] As defined herein and described below, wherein a formula is depicted using square brackets, e.g., , L is attached to a modifiable carbon, oxygen, or nitrogen atom within DIM or LBM including substitution or replacement of a defined group in DIM or LBM.

[0213] In certain embodiments, the present invention provides a compound of formula I, wherein DIM (e.g., LBM) is a cereblon E3 ubiquitin ligase binding moiety thereby forming a compound of formula I-aa: or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described herein, and wherein:

X ¹ is a bivalent moiety selected from a covalent bond, -CH ₂ -, -CHCF ₃ -, -SO ₂ - -S(O)-, -P(O)R- -

X ² is a carbon atom or silicon atom;

X ³ is a bivalent moiety selected from -CR ₂ - -NR-, -O-, -S-, or -Si(R ₂ )-;

R ¹ is hydrogen, deuterium, halogen, -CN, -OR, -SR, -S(O)R, -S(O) ₂ R, -N(R) ₂ , -P(O)(OR) ₂ , - P(O)(NR ₂ )OR, -P(O)(NR ₂ ) ₂ , -Si(OH) ₂ R, -Si(OH)(R) ₂ , -Si(R) ₃ , or an optionally substituted C _1-4 aliphatic; each R ² is independently hydrogen, deuterium, -R ⁶ , halogen, -CN, -NO ₂ , -OR, -SR, -N(R) ₂ , - Si(R) ₃ , -S(O) ₂ R, -S(O) ₂ N(R) ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)N(R) ₂ , -C(O)N(R)OR, - C(R) ₂ N(R)C(O)R, -C(R) ₂ N(R)C(O)N(R) ₂ , -OC(O)R, -OC(O)N(R) ₂ , -OP(O)R ₂ , -OP(O)(OR) ₂ , -

OP(O)(OR)(NR ₂ ), -OP(O)(NR ₂ ) ₂ -, -N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)N(R) ₂ , -N(R)S(O) ₂ R,

-NP(O)R ₂ , -N(R)P(O)(OR) ₂ , -N(R)P(O)(OR)(NR ₂ ), -N(R)P(O)(NR ₂ ) ₂ , or -N(R)S(O) ₂ R; Ring B is a fused ring selected from 6-membered aryl, 6-membered heteroaryl containing 1 -4 heteroatoms independently selected from nitrogen, oxygen, or sulfur, 5 to 7-membered saturated or partially unsaturated carbocyclyl, 5 to 7-membered saturated or partially unsaturated heterocyclyl with 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur, or 5- membered heteroaryl with 1 -4 heteroatoms independently selected from nitrogen, oxygen or sulfur;

R ³ is selected from hydrogen, halogen, -OR, -N(R) ₂ , or -SR; each R ⁴ is independently hydrogen, -R ⁶ , halogen, -CN, -NO ₂ , -OR,

SR, -NR ₂ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR,

C(O)NR ₂ , -C(O)N(R)OR, -OC(O)R, -OC(O)NR ₂ , -N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)NR ₂ , or -N(R)S(O) ₂ R;

R ⁵ is hydrogen, C _1-4 aliphatic, or -CN; each R ⁶ is independently an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic ring having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur;

L ¹ is a covalent bond or a C _1-3 bivalent straight or branched saturated or unsaturated hydrocarbon chain wherein 1-2 methylene units of the chain are independently and optionally replaced with -O-, - C(O)-, -C(S)-, -C(R) ₂ -, -CH(R)-, -C(F) ₂ -, -N(R)-, -S-, -S(O) ₂ - or -(C)=CH-; m is 0, 1, 2, 3 or 4; each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: two R groups on the same nitrogen are optionally taken together with their intervening atoms to form a 4-7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the nitrogen, independently selected from nitrogen, oxygen, and sulfur.

[0214] Where a point of attachment of -(R ² ) _m is depicted on Ring B, it is intended, and one of ordinary skill in the art would appreciate, that the point of attachment of -(R ² )m may be on Ring A and may also be at any available carbon or nitrogen atom on Ring A including the ring to which Ring B is fused. Where - R ² is attached to a nitrogen atom bound to R ⁴ or R ⁵ , R ⁴ or R ⁵ is absent and -R ² takes the place of the R ⁴ or R ⁵ group. Where -R ² is attached to a carbon atom bound to R ³ , R ³ is absent and -R ² takes the place of the R ³ group. [0215] In some embodiments, a compound of formula I-aa above is provided as a compound of formula I-aa ^† or formula I-aa": or a pharmaceutically acceptable salt thereof, wherein: each of CBM, Ring A, L, L ¹ , R ¹ , R ² , X ¹ , X ² , X ³ , and m is as defined above.

[0216] In certain embodiments, the present invention provides a compound of Formula I, wherein DIM (e.g., LBM) is an E3 ubiquitin ligase (cereblon) binding moiety thereby forming a compound of formula I-cc:

I-cc or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein:

X ¹ is a bivalent moiety selected from a covalent bond, -CH ₂ -, -C(O)-, -C(S)-, or ,

R ¹ is hydrogen, deuterium, halogen, -CN, -OR, -SR, -S(O)R, -S(O) ₂ R, -NR ₂ , or an optionally substituted C _1-4 aliphatic; each R ² is independently hydrogen, -R ⁶ , halogen, -CN, -NO ₂ , -OR, SR, -NR ₂ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR,

C(O)NR ₂ , -C(O)N(R)OR, -OC(O)R, -OC(O)NR ₂ , -N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)NR ₂ , or -N(R)S(O) ₂ R;

Ring B is a fused ring selected from 6-membered aryl, 6-membered heteroaryl containing 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, 5 to 7-membered saturated or partially unsaturated carbocyclyl, 5 to 7-membered saturated or partially unsaturated heterocyclyl with 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur, or 5- membered heteroaryl with 1 -4 heteroatoms independently selected from nitrogen, oxygen or sulfur;

R ³ is selected from hydrogen, halogen, -OR, -N(R) ₂ , or -SR; each R ⁴ is independently hydrogen, -R ⁶ , halogen, -CN, -NO ₂ , -OR, SR, -NR ₂ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR,

C(O)NR ₂ , -C(O)N(R)OR, -OC(O)R, -OC(O)NR ₂ , -N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)NR ₂ , or -N(R)S(O) ₂ R;

R ⁵ is hydrogen, C _1-4 aliphatic, or -CN; each R ⁶ is independently an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic ring having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur; m is 0, 1, 2, 3 or 4; and each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: two R groups on the same nitrogen are optionally taken together with their intervening atoms to form a 4-7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the nitrogen, independently selected from nitrogen, oxygen, and sulfur.

[0217] Where a point of attachment of -(R ² )m is depicted on Ring B, it is intended, and one of ordinary skill in the art would appreciate, that the point of attachment of -(R ² )m may be on Ring A and may also be at any available carbon or nitrogen atom on Ring A including the ring to which Ring B is fused. Where - R ² is attached to a nitrogen atom bound to R ⁴ or R ⁵ , R ⁴ or R ⁵ is absent and -R ² takes the place of the R ⁴ or R ⁵ group. Where -R ² is attached to a carbon atom bound to R ³ , R ³ is absent and -R ² takes the place of the R ³ group.

[0218] In some embodiments, the compound of formula I-cc above is provided as a compound of formula I-cc ^† or formula I-cc": I-cc ^† or a pharmaceutically acceptable salt thereof, wherein: each of CBM, Ring A, L, R ¹ , R ² , X ¹ , and m is as defined above.

[0219] In certain embodiments, the present invention provides a compound of formula I, wherein DIM (e.g., LBM) is an E3 ubiquitin ligase (cereblon) binding moiety thereby forming a compound of formula I- dd:

I-dd or a pharmaceutically acceptable salt thereof, wherein, L and CBM are as defined above and described in embodiments herein, and wherein:

X ¹ is a bivalent moiety selected from a covalent bond, -CH ₂ -, -CHCF ₃ -, -SO ₂ -, -S(O) -, -P(O)R-, -

X ² is a carbon atom or silicon atom;

X ³ is a bivalent moiety selected from -CR ₂ -, -NR-, -O-, -S-, or -Si(R ₂ )-;

R ¹ is hydrogen, deuterium, halogen, -CN, -OR, -SR, -S(O)R, -S(O) ₂ R, -NR ₂ , -P(O)(OR) ₂ , - P(O)(NR ₂ )OR, -P(O)(NR ₂ ) ₂ , -Si(OH) ₂ R, -Si(OH)(R) ₂ , -Si(R)3, or an optionally substituted C _1-4 aliphatic;

Ring C is a mono- or bicyclic ring selected from

each of R ² and R ^3a is independently hydrogen, deuterium, -R ⁶ , halogen, -CN, -NO ₂ , -OR, -SR, -N(R) ₂ , - Si(R) ₃ , -S(O) ₂ R, -S(O) ₂ N(R) ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)N(R) ₂ , -C(O)N(R)OR, - C(R) ₂ N(R)C(O)R, -C(R) ₂ N(R)C(O)N(R) ₂ , -OC(O)R, -OC(O)N(R) ₂ , -OP(O)R ₂ , -OP(O)(OR) ₂ , - OP(O)(OR)(NR ₂ ), -OP(O)(NR ₂ ) ₂ -, -N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)N(R) ₂ , -N(R)S(O) ₂ R, -NP(O)R ₂ , -N(R)P(O)(OR) ₂ , -N(R)P(O)(OR)(NR ₂ ), -N(R)P(O)(NR ₂ ) ₂ , or-N(R)S(O) ₂ R;

Ring D is selected from a 6-membered aryl, 6-membered heteroaryl containing 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, 5 to 7-membered saturated or partially unsaturated carbocyclyl, 5 to 7-membered saturated or partially unsaturated heterocyclyl with 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur, or 5- membered heteroaryl with 1 -4 heteroatoms independently selected from nitrogen, oxygen or sulfur; each R ⁴ is independently hydrogen, -R ⁶ , halogen, -CN, -NO ₂ , -OR,

SR, -NR ₂ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR,

C(O)NR ₂ , -C(O)N(R)OR, -OC(O)R, -OC(O)NR ₂ , -N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)NR ₂ , or -N(R)S(O) ₂ R;

R ⁵ is hydrogen, C _1-4 aliphatic, or -CN; each R ⁶ is independently an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic ring having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur;

L ¹ is a covalent bond or a Cm bivalent straight or branched saturated or unsaturated hydrocarbon chain wherein 1-2 methylene units of the chain are independently and optionally replaced with -O-, - C(O)-, -C(S)-, -C(R) ₂ -, -CH(R)-, -C(F) ₂ -, -N(R)-, -S-, -S(O) ₂ - or -(C)=CH-; m is 0, 1, 2, 3 or 4; n is 0, 1 , 2, 3 or 4; p is 0 or 1, wherein when p is 0, the bond connecting Ring C and Ring D is connected to ; and each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: two R groups on the same nitrogen are optionally taken together with their intervening atoms to form a 4-7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the nitrogen, independently selected from nitrogen, oxygen, and sulfur.

[0220] In some embodiments, a compound of formula I-dd above is provided as a compound of formula I-dd ^† or formula I-dd":

I-dd" or a pharmaceutically acceptable salt thereof, wherein: each of CBM, Ring C, Ring D, L, L ¹ , R ¹ , R ² , R ^3a , X ¹ , X ² , X ³ , n, m, and p is as defined above.

[0221] In certain embodiments, the present invention provides a compound of Formula I, wherein DIM (e.g., LBM) is an E3 ubiquitin ligase (cereblon) binding moiety thereby forming a compound of formula I-ee:

I-ee or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein:

X ¹ is a bivalent moiety selected from a covalent bond, -CH ₂ -, -C(O)-, -C(S)-, or ,

R ¹ is hydrogen, deuterium, halogen, -CN, -OR, -SR, -S(O)R, -S(O) ₂ R, -NR ₂ , or an optionally substituted C _1-4 aliphatic; each of R ² and R ^3a is independently hydrogen, -R ⁶ , halogen, -CN, -NO ₂ , -OR, - SR, -NR ₂ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR,

C(O)NR ₂ , -C(O)N(R)OR, -OC(O)R, -OC(O)NR ₂ , -N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)NR ₂ , or -N(R)S(O) ₂ R;

Ring D is selected from 6-membered aryl, 6-membered heteroaryl containing 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, 5 to 7-membered saturated or partially unsaturated carbocyclyl, 5 to 7-membered saturated or partially unsaturated heterocyclyl with 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur, or 5- membered heteroaryl with 1 -4 heteroatoms independently selected from nitrogen, oxygen or sulfur; each R ⁴ is independently hydrogen, -R ⁶ , halogen, -CN, -NO ₂ , -OR,

SR, -NR ₂ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR,

C(O)NR ₂ , -C(O)N(R)OR, -OC(O)R, -OC(O)NR ₂ , -N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)NR ₂ , or -N(R)S(O) ₂ R;

R ⁵ is hydrogen, C _1-4 aliphatic, or -CN; each R ⁶ is independently an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic ring having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur; m is 0, 1, or 2; n is 0, 1 , 2, 3 or 4; p is 0 or 1, wherein when p is 0, the bond connecting Ring C and Ring D is connected to each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: two R groups on the same nitrogen are optionally taken together with their intervening atoms to form a 4-7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the nitrogen, independently selected from nitrogen, oxygen, and sulfur.

[0222] In some embodiments, a compound of formula I-ee above is provided as a compound of formula I-ee ^† or formula I-ee": or a pharmaceutically acceptable salt thereof, wherein: each of CBM, Ring C, Ring D, L, R ¹ , R ² , R ^3a , X ¹ , n, m, and p is as defined above.

[0223] In certain embodiments, the present invention provides a compound of formula I, wherein DIM (e.g., LBM) is an E3 ubiquitin ligase (cereblon) binding moiety thereby forming a compound of formula I- ff:

I-ff or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein:

X ¹ is a bivalent moiety selected from a covalent bond, -CH ₂ -, -CHCF ₃ -, -SO ₂ -, -S(O) -, -P(O)R-, -

X ² is a carbon atom or silicon atom;

X ³ is a bivalent moiety selected from -CR ₂ -, -NR-, -O-, -S-, or -Si(R ₂ )-;

R ¹ is hydrogen, deuterium, halogen, -CN, -OR, -SR, -S(O)R, -S(O) ₂ R, -NR ₂ , -P(O)(OR) ₂ , -

P(O)(NR ₂ )OR, -P(O)(NR ₂ ) ₂ , -Si(OH) ₂ R, -Si(OH)(R) ₂ , -Si(R)3, or an optionally substituted C _1-4 aliphatic;

each or R ² and R ^3a is independently hydrogen, deuterium, -R ⁶ , halogen, -CN, -NO ₂ , -OR, -SR, -N(R) ₂ , - Si(R) ₃ , -S(O) ₂ R, -S(O) ₂ N(R) ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)N(R) ₂ , -C(O)N(R)OR, - C(R) ₂ N(R)C(O)R, -C(R) ₂ N(R)C(O)N(R) ₂ , -OC(O)R, -OC(O)N(R) ₂ , -OP(O)R ₂ , -OP(O)(OR) ₂ , - OP(O)(OR)(NR ₂ ), -OP(O)(NR ₂ ) ₂ -, -N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)N(R) ₂ , -N(R)S(O) ₂ R, -NP(O)R ₂ , -N(R)P(O)(OR) ₂ , -N(R)P(O)(OR)(NR ₂ ), -N(R)P(O)(NR ₂ ) ₂ , or-N(R)S(O) ₂ R; Ring D is selected from 6-membered aryl, 6-membered heteroaryl containing 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, 5 to 7-membered saturated or partially unsaturated carbocyclyl, 5 to 7-membered saturated or partially unsaturated heterocyclyl with 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur, or 5- membered heteroaryl with 1 -4 heteroatoms independently selected from nitrogen, oxygen or sulfur; each R ⁴ is independently hydrogen, -R ⁶ , halogen, -CN, -NO ₂ , -OR,

SR, -NR ₂ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR,

C(O)NR ₂ , -C(O)N(R)OR, -OC(O)R, -OC(O)NR ₂ , -N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)NR ₂ , or -N(R)S(O) ₂ R;

R ⁵ is hydrogen, C _1-4 aliphatic, or -CN; each R ⁶ is independently an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic ring having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur;

L ¹ is a covalent bond or a C1-3 bivalent straight or branched saturated or unsaturated hydrocarbon chain wherein 1-2 methylene units of the chain are independently and optionally replaced with -O-, - C(O)-, -C(S)-, -C(R) ₂ -, -CH(R)-, -C(F) ₂ -, -N(R)-, -S-, -S(O) ₂ - or -(C)=CH-; m is 0, 1, 2, 3 or 4; n is 0, 1 , 2, 3 or 4; p is 0 or 1; and each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: two R groups on the same nitrogen are optionally taken together with their intervening atoms to form a 4-7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the nitrogen, independently selected from nitrogen, oxygen, and sulfur.

[0224] In some embodiments, a compound of formula I-ff above is provided as a compound of formula

I-ff or formula I-ff h

I-ff" or a pharmaceutically acceptable salt thereof, wherein: each of CBM, Ring C, Ring D, L, L ¹ , R ¹ , R ² , R ^3a , X ¹ , X ² , X ³ , m, n, and p is as defined above.

[0225] In certain embodiments, the present invention provides a compound of Formula I, wherein DIM (e.g., LBM) is an E3 ubiquitin ligase (cereblon) binding moiety thereby forming a compound of formula I-gg: or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein: X ¹ is a bivalent moiety selected from a covalent bond, -CH ₂ -, -C(O)-, -C(S)-, or

R ¹ is hydrogen, deuterium, halogen, -CN, -OR, -SR, -S(O)R, -S(O) ₂ R, -NR ₂ , or an optionally substituted C _1-4 aliphatic;

each of R ² , R ^3a , and R ⁴ is independently hydrogen, -R ⁶ , halogen, -CN, -NO ₂ , -OR, - SR, -NR ₂ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR,

C(O)NR ₂ , -C(O)N(R)OR, -OC(O)R, -OC(O)NR ₂ , -N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)NR ₂ , or -N(R)S(O) ₂ R;

Ring D is selected from 6-membered aryl, 6-membered heteroaryl containing 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, 5 to 7-membered saturated or partially unsaturated carbocyclyl, 5 to 7-membered saturated or partially unsaturated heterocyclyl with 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur, or 5- membered heteroaryl with 1 -4 heteroatoms independently selected from nitrogen, oxygen or sulfur; R ⁵ is hydrogen, C _1-4 aliphatic, or -CN; each R ⁶ is independently an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic ring having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur; m is 0, 1, or 2; n is 0, 1, 2, 3, or 4; p is 0 or 1; and each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: two R groups on the same nitrogen are optionally taken together with then intervening atoms to form a 4-7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the nitrogen, independently selected from nitrogen, oxygen, and sulfur.

[0226] In some embodiments, a compound of formula I-gg above is provided as a compound of formula I-gg ^† or formula

or a pharmaceutically acceptable salt thereof, wherein: each of CBM, Ring C, Ring D, L, R ¹ , R ² , R ^3a , X ¹ , m, n, and p is as defined above.

[0227] In certain embodiments, the present invention provides a compound of Formula I, wherein DIM (e.g., LBM) is an E3 ubiquitin ligase (cereblon) binding moiety thereby forming a compound of formula I-hh:

I-hh or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein:

X ¹ is a bivalent moiety selected from a covalent bond, -CH ₂ -, -CHCF ₃ -, -SO ₂ -, -S(O) -, -P(O)R-, -

X ² is a carbon atom, nitrogen atom, or silicon atom;

X ³ is a bivalent moiety selected from a covalent bond, -CR ₂ -, -NR-, -O-, -S-, or -SiR ₂ -;

R ¹ is absent, hydrogen, deuterium, halogen, -CN, -OR, -SR, -S(O)R, -S(O) ₂ R, -NR ₂ , -P(O)(OR) ₂ , - P(O)(NR ₂ )OR, -P(O)(NR ₂ ) ₂ , -Si(OH) ₂ R, -Si(OH)R ₂ , -SiRa, or an optionally substituted C _1-4 aliphatic; each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: two R groups on the same nitrogen are taken together with their intervening atoms to form a 4- 7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the nitrogen, independently selected from nitrogen, oxygen, and sulfur; each R ² is independently hydrogen, deuterium, -R ⁶ , halogen, -CN, -NO ₂ , -OR, -SR, -NR ₂ , - SiR ₃ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)NR ₂ , -C(O)N(R)OR, -

C(R) ₂ N(R)C(O)R, -C(R) ₂ N(R)C(O)N(R) ₂ , -OC(O)R, -OC(O)N(R) ₂ , -OP(O)R ₂ , -OP(O)(OR) ₂ , - OP(O)(OR)NR ₂ , -OP(O)(NR ₂ ) ₂ -, -N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)NR ₂ , -N(R)S(O) ₂ R, - NP(O)R ₂ , -N(R)P(O)(OR) ₂ , -N(R)P(O)(OR)NR ₂ , -N(R)P(O)(NR ₂ ) ₂ , or -N(R)S(O) ₂ R; each R ⁶ is independently an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic ring having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur; each of Ring E, Ring F, and Ring G is independently a fused ring selected from 6 -membered aryl, 6- membered heteroaryl containing 1-4 heteroatoms independently selected from nitrogen, oxygen, or sulfur, 5 to 7-membered saturated or partially unsaturated carbocyclyl, 5 to 7-membered saturated or partially unsaturated heterocyclyl with 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur, or 5-membered heteroaryl with 1-4 heteroatoms independently selected from nitrogen, oxygen or sulfur, wherein Ring E, Ring F, and Ring G is independently and optionally substituted with 1-2 oxo groups;

L ¹ is a covalent bond or a C1-3 bivalent straight or branched saturated or unsaturated hydrocarbon chain wherein 1-2 methylene units of the chain are independently and optionally replaced with -O-, - C(O)-, -C(S)-, -C(R) ₂ -, -CH(R)-, -C(F) ₂ -, -N(R)-, -S-, -S(O) ₂ - or -(C)=CH-; and m is 0, 1, 2, 3, 4, 5, 6, 7, 8, 9, 10, 11, 12, 13, 14, 15, or 16.

[0228] Where a point of attachment of is depicted on Ring E, Ring F, or Ring G, it is intended, and one of ordinary skill in the art would appreciate, that the point of attachment of may be on any available carbon or nitrogen atom on Ring E, Ring F, or Ring G, including the ring to which Ring E or Ring G is fused to Ring F.

[0229] Where a point of attachment of -(R ² )m is depicted on Ring E, Ring F, or Ring G, it is intended, and one of ordinary skill in the art would appreciate, that the point of attachment of -(R ² )m may be at any available carbon or nitrogen atom on Ring E, Ring F, or Ring G including the carbon atom to which Ring E or Ring G is fused to Ring F. [0230] Where a point of attachment o s depicted on Ring E, Ring F, or Ring

G, it is intended, and one of ordinary skill in the art would appreciate, that the point of attachment of may be on any available carbon or nitrogen atom on Ring E, Ring F, or Ring G, including the carbon atom to which Ring E or Ring G is fused to Ring F.

[0231] In some embodiments, a compound of formula I-hh above is provided as a compound of formula I-hh ^† or formula I-hh":

I-hh" or a pharmaceutically acceptable salt thereof, wherein: each of CBM, Ring E, Ring F, Ring G, L, L ¹ , R ¹ , R ² , X ¹ , X ² , X ³ , and m is as defined above.

[0232] In certain embodiments, the present invention provides a compound of Formula I, wherein DIM (e.g., LBM) is an E3 ubiquitin ligase (cereblon) binding moiety thereby forming a compound of formula I-hh-1 or I-hh-2:

I-hh-1

I-hh-2 or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein: each R ² is independently hydrogen, deuterium, -R ⁶ , halogen, -CN, -NO ₂ , -OR, -SR, -NR ₂ , - SiR ₃ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)NR ₂ , -C(O)N(R)OR, - C(R) ₂ N(R)C(O)R, -C(R) ₂ N(R)C(O)N(R) ₂ , -OC(O)R, -OC(O)N(R) ₂ , -OP(O)R ₂ , -OP(O)(OR) ₂ , - OP(O)(OR)NR ₂ , -OP(O)(NR ₂ ) ₂ -, -N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)NR ₂ , -N(R)S(O) ₂ R, - NP(O)R ₂ , -N(R)P(O)(OR) ₂ , -N(R)P(O)(OR)NR ₂ , -N(R)P(O)(NR ₂ ) ₂ , or -N(R)S(O) ₂ R; each R ⁶ is independently an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic ring having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur; each of Ring E, Ring F, and Ring G is independently a fused ring selected from 6 -membered aryl, 6- membered heteroaryl containing 1 -4 heteroatoms independently selected from nitrogen, oxygen, or sulfur, 5 to 7-membered saturated or partially unsaturated carbocyclyl, 5 to 7-membered saturated or partially unsaturated heterocyclyl with 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur, or 5-membered heteroaryl with 1-4 heteroatoms independently selected from nitrogen, oxygen or sulfur, wherein Ring E, Ring F, and Ring G is independently and optionally substituted with 1-2 oxo groups; each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: two R groups on the same nitrogen are taken together with their intervening atoms to form a 4- 7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the nitrogen, independently selected from nitrogen, oxygen, and sulfur;

L ¹ is a covalent bond or a C1-3 bivalent straight or branched saturated or unsaturated hydrocarbon chain wherein 1-2 methylene units of the chain are independently and optionally replaced with -O-, - C(O)-, -C(S)-, -C(R) ₂ -, -CH(R)-, -C(F) ₂ -, -N(R)-, -S-, -S(O) ₂ - or -(C)=CH-; m is 0, 1, 2, 3, 4, 5, 6, 7, 8, 9, 10, 11, 12, 13, 14, 15, or 16; and

R ⁴ , R ¹⁰ , R ¹¹ , R ¹⁵ , W ¹ , W ² , and X is as defined in WO 2019/099868, the entirety of each of which is herein incorporated by reference.

[0233] Where a point of attachment of ' ⁵ is depicted on Ring E, Ring F, or Ring G, it is intended, and one of ordinary skill in the art would appreciate, that the point of attachment of may be on any available carbon or nitrogen atom on Ring E, Ring F, or Ring G, including the ring to which Ring E or Ring G is fused to Ring F.

[0234] Where a point of attachment of-(R ² ) _m is depicted on Ring E, Ring F, or Ring G, it is intended, and one of ordinary skill in the art would appreciate, that the point of attachment of -(R ² )m may be at any available carbon or nitrogen atom on Ring E, Ring F, or Ring G including the carbon atom to which Ring E or Ring G is fused to Ring F.

[0235] Where a point of attachment depicted on Ring E, Ring F, or Ring G, it is intended, and one of ordinary skill in the art would appreciate, that the point of attachment available carbon or nitrogen atom on Ring E, Ring F, or Ring G, including the carbon atom to which Ring

E or Ring G is fused to Ring F.

[0236] In certain embodiments, the present invention provides a compound of Formula I, wherein

LBM is an E3 ubiquitin ligase (cereblon) binding moiety thereby forming a compound of formula I-ii:

I-ii or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein: X ¹ is a bivalent moiety selected from a covalent bond, -CH ₂ -, -C(O)-, -C(S)-, or ;

R ¹ is hydrogen, deuterium, halogen, -CN, -OR, -SR, -S(O)R, -S(O) ₂ R, -N(R) ₂ , -Si(R) ₃ , or an optionally substituted C _1-4 aliphatic; each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: two R groups on the same nitrogen are taken together with their intervening atoms to form a 4- 7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the nitrogen, independently selected from nitrogen, oxygen, and sulfur; each R ² is independently hydrogen, deuterium, -R ⁶ , halogen, -CN, -NO?, -OR, -SR, -N(R) ₂ , - Si(R) ₃ , -S(O) ₂ R, -S(O) ₂ N(R) ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)N(R) ₂ , -C(O)N(R)OR, - C(R) ₂ N(R)C(O)R, -C(R) ₂ N(R)C(O)N(R) ₂ , -OC(O)R, -OC(O)N(R) ₂ ,

N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)N(R) ₂ , or -N(R)S(O) ₂ R; each R ⁶ is independently an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic ring having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur; each of Ring E, Ring F, and Ring G is independently a fused ring selected from 6-membered aryl containing 0-3 nitrogens, 5 to 7-membered saturated or partially unsaturated carbocyclyl, 5 to 7-membered saturated or partially unsaturated heterocyclyl with 1 -3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur, or 5 -membered heteroaryl with 1-3 heteroatoms independently selected from nitrogen, oxygen or sulfur, wherein Ring E, Ring F, and Ring G is independently and optionally substituted with 1-2 oxo groups; and m is 0, 1, 2, 3, or 4.

[0237] Where a point of attachment of ' is depicted on Ring E, Ring F, or Ring G, it is intended, and one of ordinary skill in the art would appreciate, that the point of attachment of may be on any available carbon or nitrogen atom on Ring E, Ring F, or Ring G, including the ring to which Ring E or Ring G is fused to Ring F. [0238] Where a point of attachment of-(R ² ) _m is depicted on Ring E, Ring F, or Ring G, it is intended, and one of ordinary skill in the art would appreciate, that the point of attachment of -(R ² ) _m may be at any available carbon or nitrogen atom on Ring E, Ring F, or Ring G including the carbon atom to which Ring E or Ring G is fused to Ring F.

[0239] In some embodiments, a compound of formula I-ii above is provided as a compound of formula l-ii ^† or formula l-ii”: or a pharmaceutically acceptable salt thereof, wherein: each of CBM, L, Ring E, Ring F, Ring G, L, R ¹ , R ² , X ¹ , and m is as defined above.

[0240] In certain embodiments, the present invention provides a compound of Formula I, wherein DIM (e.g., LBM) is an E3 ubiquitin ligase (cereblon) binding moiety thereby forming a compound of or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein:

X ¹ is a bivalent moiety selected from a covalent bond, -CH ₂ - -CHCF ₃ -, -SO ₂ -, -S(O) -, -P(O)R-, -

X ² is a carbon atom, nitrogen atom, or silicon atom;

X ³ is a bivalent moiety selected from a covalent bond, -CR ₂ -, -NR-, -O-, -S-, or -SiR ₂ -; R ¹ is absent, hydrogen, deuterium, halogen, -CN, -OR, -SR, -S(O)R, -S(O) ₂ R, -NR ₂ , -P(O)(OR) ₂ , - P(O)(NR ₂ )OR, -P(O)(NR ₂ ) ₂ , -Si(OH) ₂ R, -Si(OH)R ₂ , -SiRa, or an optionally substituted C _1-4 aliphatic; each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: two R groups on the same nitrogen are taken together with their intervening atoms to form a 4- 7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the nitrogen, independently selected from nitrogen, oxygen, and sulfur; each R ² is independently hydrogen, deuterium, -R ⁶ , halogen, -CN, -NO?, -OR, -SR, -N(R) ₂ , - Si(R) ₃ , -S(O) ₂ R, -S(O) ₂ N(R) ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)N(R) ₂ , -C(O)N(R)OR, - C(R) ₂ N(R)C(O)R, -C(R) ₂ N(R)C(O)N(R) ₂ , -OC(O)R, -OC(O)N(R) ₂ , -OP(O)R ₂ , -OP(O)(OR) ₂ , - OP(O)(OR)(NR ₂ ), -OP(O)(NR ₂ ) ₂ -, -N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)N(R) ₂ , -N(R)S(O) ₂ R, -NP(O)R ₂ , -N(R)P(O)(OR) ₂ , -N(R)P(O)(OR)(NR ₂ ), -N(R)P(O)(NR ₂ ) ₂ , or-N(R)S(O) ₂ R; each R ⁶ is independently an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic ring having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur;

Ring E is a fused ring selected from 6-membered aryl, 6-membered heteroaryl containing 1 -4 heteroatoms independently selected from nitrogen, oxygen, or sulfur, 5 to 7-membered saturated or partially unsaturated carbocyclyl, 5 to 7-membered saturated or partially unsaturated heterocyclyl with 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur, or 5- membered heteroaryl with 1 -4 heteroatoms independently selected from nitrogen, oxygen or sulfur;

Ring H is a fused ring selected from a 7-9 membered saturated or partially unsaturated carbocyclyl or heterocyclyl ring with 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur, wherein Ring E is optionally further substituted with 1-2 oxo groups;

L ¹ is a covalent bond or a C1-3 bivalent straight or branched saturated or unsaturated hydrocarbon chain wherein 1-2 methylene units of the chain are independently and optionally replaced with -O-, - C(O)-, -C(S)-, -C(R) ₂ -, -CH(R)-, -C(F) ₂ -, -N(R)-, -S-, -S(O) ₂ - or -(C)=CH-; m is 0, 1, 2, 3, or 4.

[0241] Where a point of attachment of is depicted on Ring E or Ring H, it is intended, and one of ordinary skill in the art would appreciate, that the point of attachment of may be on any available carbon or nitrogen atom on Ring E or Ring H including the carbon atom to which Ring E and Ring H are fused.

[0242] Where a point of attachment of -(R ² ) _m is depicted on Ring E and Ring H, it is intended, and one of ordinary skill in the art would appreciate, that the point of attachment of -(R ² )m may be on any available carbon or nitrogen atom on Ring E or Ring H including the carbon atom to which Ring E and Ring H are fused.

[0243] Where a point of attachment depicted on Ring E and Ring H, it is intended, and one of ordinary skill in the art would appreciate, that the point of attachment of may be on any available carbon or nitrogen atom on Ring E or Ring H including the carbon atom to which Ring E and Ring El are fused.

[0244] In some embodiments, a compound of formula I-jj above is provided as a compound of formula

I-jj ^† or formula I-jj”:

I-jj" or a pharmaceutically acceptable salt thereof, wherein: each of CBM, Ring E, Ring H, L, L ¹ , R ¹ , R ² , X ¹ , X ² , X ³ , and m is as defined above.

[0245] In certain embodiments, the present invention provides a compound of Formula I, wherein

LBM is an E3 ubiquitin ligase (cereblon) binding moiety thereby forming a compound of formula I-kk:

I-kk or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein:

X ¹ is a bivalent moiety selected from a covalent bond, -CH ₂ - -C(O)-, -C(S)-, or ;

R ¹ is hydrogen, deuterium, halogen, -CN, -OR, -SR, -S(O)R, -S(O) ₂ R, -N(R) ₂ , -Si(R)a, or an optionally substituted C _1-4 aliphatic; each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: two R groups on the same nitrogen are taken together with their intervening atoms to form a 4- 7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the nitrogen, independently selected from nitrogen, oxygen, and sulfur; each R ² is independently hydrogen, deuterium, -R ⁶ , halogen, -CN, -NO ₂ , -OR, -SR, -N(R) ₂ , - Si(R) ₃ , -S(O) ₂ R, -S(O) ₂ N(R) ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)N(R) ₂ , -C(O)N(R)OR, - C(R) ₂ N(R)C(O)R, -C(R) ₂ N(R)C(O)N(R) ₂ , -OC(O)R, -OC(O)N(R) ₂ ,

N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)N(R) ₂ , or -N(R)S(O) ₂ R; each R ⁶ is independently an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic ring having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur;

Ring E is a fused ring selected from 6-membered aryl, 6-membered heteroaryl containing 1 -4 heteroatoms independently selected from nitrogen, oxygen, or sulfur, 5 to 7-membered saturated or partially unsaturated carbocyclyl, 5 to 7-membered saturated or partially unsaturated heterocyclyl with 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur, or 5- membered heteroaryl with 1 -4 heteroatoms independently selected from nitrogen, oxygen or sulfur;

Ring H is a ring selected from a 7-9 membered saturated or partially unsaturated carbocyclyl or heterocyclyl ring with 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur, wherein Ring E is optionally further substituted with 1-2 oxo groups; and m is 0, 1, 2, 3, or 4.

[0246] Where a point of attachment is depicted on Ring E or Ring H, it is intended, and one of ordinary skill in the art would appreciate, that the point of attachment of may be on any available carbon or nitrogen atom on Ring E or Ring H including the carbon atom to which Ring E and Ring El are fused.

[0247] Where a point of attachment of -(R ² ) _m is depicted on Ring E and Ring El, it is intended, and one of ordinary skill in the art would appreciate, that the point of attachment of -(R ² )m may be on any available carbon or nitrogen atom on Ring E or Ring H including the carbon atom to which Ring E and Ring El are fused.

^R1 AA

P\ /= ⁰

[0248] Where a point of attachment of X ¹ -NH j _s depicted on Ring E and Ring H, it is intended,

^R1 AA

P\ and one of ordinary skill in the art would appreciate, that the point of attachment of X ¹ -NH _ma y b _c on any available carbon or nitrogen atom on Ring E or Ring H including the carbon atom to which Ring E and Ring El are fused.

[0249] In some embodiments, a compound of formula I-kk above is provided as a compound of formula I-kk ^† or formula l-kk": or a pharmaceutically acceptable salt thereof, wherein: each of CBM, Ring E, Ring H, L, R ¹ , R ² , X ¹ , and m is as defined above.

[0250] In certain embodiments, the present invention provides a compound of Formula I, wherein DIM (e.g., LBM) is an E3 ubiquitin ligase (cereblon) binding moiety thereby forming a compound of formula 1-11: or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein:

X ¹ is a bivalent moiety selected from a covalent bond, -CH ₂ -, -CHCF ₃ -, -SO ₂ -, -S(O) -, -P(O)R-, -

X ² is a carbon atom, nitrogen atom, or silicon atom;

X ³ is a bivalent moiety selected from a covalent bond, -CR ₂ -, -NR-, -O-, -S-, or -SiR ₂ -;

R ¹ is absent, hydrogen, deuterium, halogen, -CN, -OR, -SR, -S(O)R, -S(O) ₂ R, -NR ₂ , -P(O)(OR) ₂ , - P(O)(NR ₂ )OR, -P(O)(NR ₂ ) ₂ , -Si(OH) ₂ R, -Si(OH)R ₂ , -SiR s, or an optionally substituted C _1-4 aliphatic; each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: two R groups on the same nitrogen are taken together with their intervening atoms to form a 4- 7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the nitrogen, independently selected from nitrogen, oxygen, and sulfur; each R ² is independently hydrogen, deuterium, -R ⁶ , halogen, -CN, -NO ₂ , -OR, -SR, -N(R) ₂ , - Si(R) ₃ , -S(O) ₂ R, -S(O) ₂ N(R) ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)N(R) ₂ , -C(O)N(R)OR, - C(R) ₂ N(R)C(O)R, -C(R) ₂ N(R)C(O)N(R) ₂ , -OC(O)R, -OC(O)N(R) ₂ , -OP(O)R ₂ , -OP(O)(OR) ₂ , - OP(O)(OR)(NR ₂ ), -OP(O)(NR ₂ ) ₂ -, -N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)N(R) ₂ , -N(R)S(O) ₂ R, -NP(O)R ₂ , -N(R)P(O)(OR) ₂ , -N(R)P(O)(OR)(NR ₂ ), -N(R)P(O)(NR ₂ ) ₂ , or-N(R)S(O) ₂ R; each R ⁶ is independently an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic ring having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur; each of Ring I and J is independently a fused ring selected from 6-membered aryl, 6-membered heteroaryl containing 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, 5 to 7- membered saturated or partially unsaturated carbocyclyl, 5 to 7-membered saturated or partially unsaturated heterocyclyl with 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur, or 5-membered heteroaryl with 1-4 heteroatoms independently selected from nitrogen, oxygen or sulfur;

Ring K is a fused ring selected from a 5-12 membered saturated or partially unsaturated carbocyclyl or heterocyclyl ring with 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur, wherein Ring H is optionally further substituted with 1-2 oxo groups;

L ¹ is a covalent bond or a C1.3 bivalent straight or branched saturated or unsaturated hydrocarbon chain wherein 1-2 methylene units of the chain are independently and optionally replaced with -O-, - C(O)-, -C(S)-, -C(R) ₂ -, -CH(R)-, -C(F) ₂ -, -N(R)-, -S-, -S(O) ₂ - or -(C)=CH-; and m is 0, 1, 2, 3, or 4.

[0251] Where a point of attachment of ' is depicted on Ring 1, Ring J, and Ring K, it is intended, and one of ordinary skill in the art would appreciate, that the point of attachment of may be on any available carbon or nitrogen atom on Ring I, Ring J, or Ring K, including the carbon atom to which Ring I, Ring J, and Ring 1< are fused.

[0252] Where a point of attachment of-(R ² ) _m is depicted on Ring I, Ring J, and Ring K, it is intended, and one of ordinary skill in the art would appreciate, that the point of attachment of -(R ² ) _m may be on any available carbon or nitrogen atom on Ring I, Ring J, or Ring K, including the carbon atom to which Ring I, Ring J, and Ring K are fused.

[0253] Where a point of attachment depicted on Ring 1, Ring J, and

Ring K, it is intended, and one of ordinary skill in the art would appreciate, that the point of attachment of may be on any available carbon or nitrogen atom on Ring I, Ring J, or Ring K, including the carbon atom to which Ring I, Ring J, and Ring K are fused.

[0254] In some embodiments, a compound of formula 1-11 above is provided as a compound of formula I-ir or formula 1-11 or a pharmaceutically acceptable salt thereof, wherein: each of CBM, Ring I, Ring J, Ring K, L, L ¹ , R ¹ , R ² , X ¹ , X ² , X ³ , and m is as defined above.

[0255] In certain embodiments, the present invention provides a compound of formula I-mm:

I-mm or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein:

X ¹ is a bivalent moiety selected from a covalent bond, -CH ₂ -, -C(O)-, -C(S)-, or ;

R ¹ is hydrogen, deuterium, halogen, -CN, -OR, -SR, -S(O)R, -S(O) ₂ R, -N(R) ₂ , -Si(R)s, or an optionally substituted C _1-4 aliphatic; each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: two R groups on the same nitrogen are taken together with their intervening atoms to form a 4- 7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the nitrogen, independently selected from nitrogen, oxygen, and sulfur; each R ² is independently hydrogen, deuterium, -R ⁶ , halogen, -CN, -NO ₂ , -OR, -SR, -N(R) ₂ , - Si(R) ₃ , -S(O) ₂ R, -S(O) ₂ N(R) ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)N(R) ₂ , -C(O)N(R)OR, - C(R) ₂ N(R)C(O)R, -C(R) ₂ N(R)C(O)N(R) ₂ , -OC(O)R, -OC(O)N(R) ₂ ,

N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)N(R) ₂ , or -N(R)S(O) ₂ R; each R ⁶ is independently an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic ring having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur; each of Ring I and J is independently a fused ring selected from 6-membered aryl, 6-membered heteroaryl containing 1-4 heteroatoms independently selected from nitrogen, oxygen, or sulfur, 5 to 7- membered saturated or partially unsaturated carbocyclyl, 5 to 7-membered saturated or partially unsaturated heterocyclyl with 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur, or 5-membered heteroaryl with 1-4 heteroatoms independently selected from nitrogen, oxygen or sulfur;

Ring K is a fused ring selected from a 5-12 membered saturated or partially unsaturated carbocyclyl or heterocyclyl ring with 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur, wherein Ring H is optionally further substituted with 1-2 oxo groups; and m is 0, 1, 2, 3, or 4.

[0256] Where a point of attachment of is depicted on Ring 1, Ring J, and Ring K, it is intended, and one of ordinary skill in the art would appreciate, that the point of attachment of may be on any available carbon or nitrogen atom on Ring I, Ring J, or Ring K, including the carbon atom to which Ring I, Ring J, and Ring K are fused.

[0257] Where a point of attachment of -(R ² )m is depicted on Ring I, Ring J, and Ring K, it is intended, and one of ordinary skill in the art would appreciate, that the point of attachment of -(R ² ) _m may be on any available carbon or nitrogen atom on Ring I, Ring J, or Ring K, including the carbon atom to which Ring I, Ring J, and Ring K are fused.

R ¹ > — \

P\ / ⁼⁰

[0258] Where a point of attachment of X ¹ -NH j _s depicted on Ring I, Ring J, and Ring K, it is

R ¹ — v

P\ /=° intended, and one of ordinary skill in the art would appreciate, that the point of attachment of X ¹ -NH may be on any available carbon or nitrogen atom on Ring I, Ring J, or Ring K, including the carbon atom to which Ring 1, Ring J, and Ring K are fused.

[0259] In some embodiments, a compound of formula I-mm above is provided as a compound of formula l-mm ^† or formula I-mm": or a pharmaceutically acceptable salt thereof, wherein: each of CBM, Ring I, Ring J, Ring K, L, R ¹ , R ² , X ¹ , and m is as defined above.

[0260] As described above, in another aspect, the present invention provides a compound of Formula

I-nn: each of X ¹ , X ⁶ , and X ⁷ is independently a bivalent moiety selected from a covalent bond, -CH ₂ -, -CHCF ₃ - each of X ³ and X ⁵ is independently a bivalent moiety selected from a covalent bond, -CR ₂ -, -NR-, -O-, -

S- , or -SiR ₂ -; each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: two R groups on the same nitrogen are taken together with their intervening atoms to form a 4- 7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the nitrogen, independently selected from nitrogen, oxygen, and sulfur; each R ^3a is independently hydrogen, deuterium, -R ⁶ , halogen, -CN, -NO ₂ , -OR, -SR, -NR ₂ , - SiR ₃ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)NR ₂ , -C(O)N(R)OR, - C(R) ₂ N(R)C(O)R, -C(R) ₂ N(R)C(O)N(R) ₂ , -OC(O)R, -OC(O)N(R) ₂ , -OP(O)R ₂ , -OP(O)(OR) ₂ , - OP(O)(OR)NR ₂ , -OP(O)(NR ₂ ) ₂ -, -N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)NR ₂ , -N(R)S(O) ₂ R, - NP(O)R ₂ , -N(R)P(O)(OR) ₂ , -N(R)P(O)(OR)NR ₂ , -N(R)P(O)(NR ₂ ) ₂ , or -N(R)S(O) ₂ R; each R ⁶ is independently an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic ring having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur; each R ⁷ is independently hydrogen, deuterium, halogen, -CN, -OR, -SR, -S(O)R, -S(O) ₂ R, -NR ₂ , - P(O)(OR) ₂ , -P(O)(NR ₂ )OR, -P(O)(NR ₂ ) ₂ , -Si(OH)R ₂ , -Si(OH) ₂ R, -SiR ₃ , or an optionally substituted C _1-4 aliphatic; or

R ⁷ and X ¹ or X ³ are taken together with their intervening atoms to form a 5-7 membered saturated, partially unsaturated, carbocyclic ring or heterocyclic ring having 1 -3 heteroatoms, independently selected from boron, nitrogen, oxygen, silicon, or sulfur; two R ⁷ groups on the same carbon are optionally taken together with their intervening atoms to form a 3-6 membered spiro fused ring or a 4-7 membered heterocyclic ring having 1-2 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur; two R ⁷ groups on adjacent carbon atoms are optionally taken together with their intervening atoms to form a 3-7 membered saturated, partially unsaturated, carbocyclic ring or heterocyclic ring having 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur, or a 7-13 membered saturated, partially unsaturated, bridged heterocyclic ring, or a spiro heterocyclic ring having 1-3 heteroatoms, independently selected from boron, nitrogen, oxygen, silicon, or sulfur;

Ring D is selected from 6 to 10-membered aryl or heteroaryl containing 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, 5 to 7-membered saturated or partially unsaturated carbocyclyl, 5 to 7-membered saturated or partially unsaturated heterocyclyl with 1 -3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur, or 5 -membered heteroaryl with 1-4 heteroatoms independently selected from nitrogen, oxygen or sulfur;

L ¹ is a covalent bond or a C1-3 bivalent straight or branched saturated or unsaturated hydrocarbon chain wherein 1-2 methylene units of the chain are independently and optionally replaced with -O-, - C(O)-, -C(S)-, -C(R) ₂ -, -CH(R)-, -C(F) ₂ -, -N(R)-, -S-, -S(O) ₂ - or -(C)=CH-; n is 0, 1, 2, 3, or 4; and q is 0, 1, 2, 3, or 4.

[0261]

[0262] In some embodiments, a compound of formula I-nn, wherein X ⁴ is nitrogen, to provide a compound of formula I-nn-1 :

I-nn-1 or a pharmaceutically acceptable salt thereof, wherein:

[0263] As defined above and described herein, each of X ¹ , X ⁶ , and X ⁷ is independently a bivalent moiety selected from a covalent bond, -CH ₂ -, -C(R) ₂ -, -C(O)-, — C(S)— , -CH(R)-, -CH(CF ₃ )-, -

[0264] In some embodiments, each of X ¹ , X ⁶ , and X ⁷ is independently a covalent bond. In some embodiments, each of X ¹ , X ⁶ , and X ⁷ is independently -CH ₂ - In some embodiments, each of X ¹ , X ⁶ , and X ⁷ is independently -CR ₂ -. In some embodiments, each of X ¹ , X ⁶ , and X ⁷ is independently -C(O)-. In some embodiments, each of X ¹ , X ⁶ , and X ⁷ is independently -C(S)-. In some embodiments, each of X ¹ , X ⁶ , and X ⁷ is independently -CH(R)-. In some embodiments, each of X ¹ , X ⁶ , and X ⁷ is independently - CH(CFj)-. In some embodiments, each of X ¹ , X ⁶ , and X ⁷ is independently -P(O)(OR)-. In some embodiments, each of X ¹ , X ⁶ , and X ⁷ is independently -P(O)(R)-. In some embodiments, each of X ¹ , X ⁶ , and X ⁷ is independently -P(O)NR ₂ - In some embodiments, each of X ¹ , X ⁶ , and X ⁷ is independently -S(O)- . In some embodiments, each of X ¹ , X ⁶ , and X ⁷ is independently -S(O) ₂ - In some embodiments, each of

X ¹ , X ⁶ , and X ⁷ is independently .

[0265] In some embodiments, each of X ¹ , X ⁶ , and X ⁷ is independently selected from those depicted in

Table 1 below.

[0266] As defined above and described herein, X ² is a carbon atom, nitrogen atom, or silicon atom.

[0267] In some embodiments, X ² is a carbon atom. In some embodiments, X ² is a nitrogen atom. In some embodiments, X ² is a silicon atom.

[0268] In some embodiments, X ² is selected from those depicted in Table 1 below.

[0269] As defined above and described herein, X ³ is a bivalent moiety selected from -CH ₂ -, -CR ₂ -, -NR-, -CF2-, -CHF-, -S-, -CH(R)-, -SiR ₂ -, or -O-.

[0270] In some embodiments, each of X ³ and X ⁵ is independently -CH ₂ -. In some embodiments, each of X ³ and X ⁵ is independently -CR ₂ -. In some embodiments, each of X ³ and X ⁵ is independently -NR-. In some embodiments, each of X ³ and X ⁵ is independently -CF2-. In some embodiments, each of X ³ and X ⁵ is independently -CHF-. In some embodiments, each of X ³ and X ⁵ is independently -S-. In some embodiments, each of X ³ and X ⁵ is independently -CH(R)-. In some embodiments, each of X ³ and X ⁵ is independently -SiR ₂ - In some embodiments, each of X ³ and X ⁵ is independently -O-.

[0271] In some embodiments, each of X ³ and X ⁵ is independently selected from those depicted in Table 1 below.

[0272] As defined above and described herein, X ⁴ is a trivalent moiety selected from , embodiments, X ⁴ is In some embodiments, X ⁴ is v ^Si v . In some embodiments, X ⁴ is , In some embodiments, X ⁴ is

[0274] In some embodiments, X ⁴ is selected from those depicted in Table 1 below.

[0275] As defined above and described herein, R ¹ is hydrogen, deuterium, halogen, -CN, -OR, -SR,

-S(O)R, -S(O) ₂ R, -NR ₂ , -P(O)(OR) ₂ , -P(O)(NR ₂ )OR, -P(O)(NR ₂ ) ₂ , -Si(OH) ₂ R, -Si(OH)R ₂ , -SiR ₃ , an optionally substituted C _1-4 aliphatic, or R ¹ and X ¹ or X ⁴ are taken together with their intervening atoms to form a 5-7 membered saturated, partially unsaturated, carbocyclic ring or heterocyclic ring having 1 -3 heteroatoms, independently selected from nitrogen, oxygen, or sulfur.

[0276] In some embodiments, R ¹ is hydrogen. In some embodiments, R ¹ is deuterium. In some embodiments, R ¹ is halogen. In some embodiments, R ¹ is -CN. In some embodiments, R ¹ is -OR. In some embodiments, R ¹ is -SR. In some embodiments, R ¹ is -S(O)R. In some embodiments, R ¹ is -S(O) ₂ R. In some embodiments, R ¹ is -NR ₂ . In some embodiments, R ¹ is -P(O)(OR) ₂ . In some embodiments, R ¹ is -P(O)(NR ₂ )OR. In some embodiments, R ¹ is -P(O)(NR ₂ ) ₂ . In some embodiments, R ¹ is -Si(OH) ₂ R. In some embodiments, R ¹ is -Si(OH)R ₂ . In some embodiments, R ¹ is -SIR ?. In some embodiments, R ¹ is an optionally substituted C _1-4 aliphatic. In some embodiments, R ¹ and X ¹ or X ⁴ are taken together with their intervening atoms to form a 5-7 membered saturated, partially unsaturated, carbocyclic ring or heterocyclic ring having 1-3 heteroatoms, independently selected from nitrogen, oxygen, or sulfur.

[0277] In some embodiments, R ¹ is selected from those depicted in Table 1 below.

[0278] As defined above and described herein, each R is independently hydrogen, deuterium, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, and sulfur, and a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, and sulfur, or two R groups on the same nitrogen are taken together with their intervening atoms to form a 4-7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the nitrogen, independently selected from boron, nitrogen, oxygen, silicon, and sulfur.

[0279] In some embodiments, R is hydrogen. In some embodiments, R is deuterium. In some embodiments, R is optionally substituted C 1-6 aliphatic. In some embodiments, R is optionally substituted phenyl. In some embodiments, R is optionally substituted 4-7 membered saturated or partially unsaturated heterocyclic having 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, and sulfur. In some embodiments, R is optionally substituted 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, and sulfur. In some embodiments, two R groups on the same nitrogen are taken together with their intervening atoms to form a 4-7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the nitrogen, independently selected from boron, nitrogen, oxygen, silicon, and sulfur.

[0280] In some embodiments, R is selected from those depicted in Table 1 below.

[0281] As defined above and described herein, each of R ² and R ^3a is independently hydrogen, deuterium, -R ⁶ , halogen, -CN, -NO ₂ , -OR, -Si(OH) ₂ R, -Si(OH)R ₂ , -SR, -NR ₂ , - SiR ₃ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)NR ₂ , -C(O)N(R)OR, -C(R) ₂ N(R)C(O)R, - C(R) ₂ N(R)C(O)NR ₂ , -OC(O)R, -OC(O)NR ₂ , -OP(O)R ₂ , -OP(O)(OR) ₂ , -OP(O)(OR)NR ₂ , -OP(O)(NR ₂ ) ₂ -, -N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)NR ₂ , -N(R)S(O) ₂ R, -NP(O)R ₂ , -N(R)P(O)(OR) ₂ , N(R)P(O)(OR)NR ₂ , -N(R)P(O)(NR ₂ ) ₂ , or -N(R)S(O) ₂ R.

[0282] In some embodiments, R ² and/or R ^3a is hydrogen. In some embodiments, R ² and/or R ^3a is deuterium. In some embodiments, R ² and/or R ^3a is -R ⁶ . In some embodiments, R ² and/or R ^3a is halogen. In some embodiments, R ² and/or R ^3a is -CN. In some embodiments, R ² and/or R ^3a is -NO ₂ . In some embodiments, R ² and/or R ^3a is -OR. In some embodiments, R ² and/or R ^3a is -Si(OH) ₂ R. In some embodiments, R ² and/or R ^3a is -Si(OH)R ₂ . In some embodiments, R ² and/or R ^3a is -SR. In some embodiments, R ² and/or R ^3a is -NR ₂ . In some embodiments, R ² and/or R ^3a is -SiR;. In some embodiments, R ² and/or R ^3a is -S(O) ₂ R. In some embodiments, R ² and/or R ^3a is -S(O) ₂ NR ₂ . In some embodiments, R ² aand/or R ^3a is -S(O)R. In some embodiments, R ² and/or R" ^† is -C(O)R. In some embodiments, R ² and/or R ^3a is -C(O)OR. In some embodiments, R ² and/or R ^3a is -C(O)NR ₂ . In some embodiments, R ² and/or R ^3a is -C(O)N(R)OR. In some embodiments, R ² and/or R ^3a is -C(R) ₂ N(R)C(O)R. In some embodiments, R ² and/or R ^3a is -C(R) ₂ N(R)C(O)NR ₂ . In some embodiments, R ² and/or R ^3a is - OC(O)R. In some embodiments, R ² and/or R ^3a is -OC(O)NR ₂ . In some embodiments, R ² and/or R ^3a is - OP(O)R ₂ . In some embodiments, R ² and/or R ^3a is -OP(O)(OR) ₂ . In some embodiments, R ² and/or R ^3a is - OP(O)(OR)NR ₂ . In some embodiments, R ² and/or R ^3a is -OP(O)(NR ₂ ) ₂ -. In some embodiments, R ² and/or R ^3a is -N(R)C(O)OR. In some embodiments, R ² and/or R ^3a is -N(R)C(O)R. In some embodiments, R ² and/or R ^3a is -N(R)C(O)NR ₂ . In some embodiments, R ² and/or R ^3a is -NP(O)R ₂ . In some embodiments, R ² and/or R ^3a is -N(R)P(O)(OR) ₂ . In some embodiments, R ² and/or R ^3a is -N(R)P(O)(OR)NR ₂ . In some embodiments, R ² and R ^3a is independently -N(R)P(O)(NR ₂ ) ₂ . In some embodiments, R ² and/or R ^3a is - N(R)S(O) ₂ R.

[0283] In some embodiments, R ² and R ^3a is independently -OH. In some embodiments, R ² and/or R ^3a is -NH ₂ . In some embodiments, R ² and/or R ^3a is -CH ₂ NH ₂ . In some embodiments, R ² and/or R ^3a is - CH ₂ NHCOMe. In some embodiments, R ² and/or R ^3a is -CH ₂ NHCONHMe. In some embodiments, R ² and/or R ^3a is -NHCOMe. In some embodiments, R ² and/or R ^3a is -NHCONHEt. In some embodiments, R ² and/or R ^3a is -SiMc?. In some embodiments, R ² and/or R ^3a is -SiMe2OH. In some embodiments, R ² and/or R ^3a is -SiMe(OH) ₂ . In some embodiments R ² and/or R ^3a is . In some embodiments, R ² and/or R ^3a is Br. In some embodiments, R ² and/or R ^3a is Cl. In some embodiments, R ² and/or R ^3a is F. In some embodiments, R ² and/or R ^3a is Me. In some embodiments, R ² and/or R ^3a is -NHMe. In some embodiments, R ² and/or R ^3a is -NMe?. In some embodiments, R ² and/or R ^3a is -M ICCFEt. In some embodiments, R ² and/or R ^3a is -CN. In some embodiments, R ² and/or R ^3a is -Cl FPh. In some embodiments, R ² and/or R ^3a is -NHCCE/Bu. In some embodiments, R ² and/or R ^3a is -CCWBu. In some embodiments, R ² and/or R ^3a is -OMe. In some embodiments, R ² and/or R ^3a is -CF ₃ .

[0284] In some embodiments, R ² or R ^3a is selected from those depicted in Table 1 below.

[0285] As defined above and described herein, R ³ is hydrogen, deuterium, halogen, -CN, -NO ₂ ,-OR, -NR ₂ , -SR, -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)NR ₂ , -C(O)NR(OR), -OC(O)R, - OC(O)NR ₂ , -OP(O)(OR) ₂ , -OP(O)(NR ₂ ) ₂ , -OP(O)(OR)NR ₂ , -N(R)C(O)R,

N(R)C(O)OR, -N(R)C(O)NR ₂ , -N(R)S(O) ₂ R, -N(R)S(O) ₂ NR ₂ , -N(R)P(O)(OR) ₂ , -N(R)P(O)(OR)NR ₂ , - P(O)(OR) ₂ , -P(O)(NR ₂ )OR, -P(O)(NR ₂ ) ₂ , -Si(OH) ₂ R, -Si(OH)(R) ₂ , or -Si(R) ₃ .

[0286] In some embodiments, R ³ is hydrogen. In some embodiments, R ³ is deuterium. In some embodiments, R ³ is halogen. In some embodiments, R ³ is -CN. In some embodiments, R ³ is -NO ₂ . In some embodiments, R ³ is -OR. In some embodiments, R ³ is -NR ₂ . In some embodiments, R ³ is -SR. In some embodiments, R ³ is -S(O) ₂ R. In some embodiments, R ³ is -S(O) ₂ NR ₂ . In some embodiments, R ³ is - S(O)R. In some embodiments, R ³ is -C(O)R. In some embodiments, R ³ is -C(O)OR. In some embodiments, R ³ is -C(O)NR ₂ . In some embodiments, R ³ is -C(O)NR(OR). In some embodiments, R ³ is -OC(O)R. In some embodiments, R ³ is -OC(O)NR ₂ . In some embodiments, R ³ is -OP(O)(OR) ₂ . In some embodiments, R ³ is -OP(O)(NR ₂ ) ₂ . In some embodiments, R ³ is -OP(O)(OR)NR ₂ . In some embodiments, R ³ is - N(R)C(O)R. In some embodiments, R ³ is -N(R)C(O)OR. In some embodiments, R ³ is -N(R)C(O)NR ₂ . In some embodiments, R ³ is -N(R)S(O) ₂ R. In some embodiments, R ³ is -N(R)S(O) ₂ NR ₂ . In some embodiments, R ³ is -N(R)P(O)(OR) ₂ . In some embodiments, R ³ is -N(R)P(O)(OR)NR ₂ . In some embodiments, R ³ is -P(O)(OR) ₂ . In some embodiments, R ³ is -P(O)(NR ₂ )OR. In some embodiments, R ³ is -P(O)(NR ₂ ) ₂ . In some embodiments, R ³ is -Si(OH) ₂ R. In some embodiments, R ³ is -Si(OH)(R) ₂ . In some embodiments, R ³ is -Si(R) ₃ .

[0287] In some embodiments, R ³ is methyl. In some embodiments, R ³ is -OCH ₃ . In some embodiments, R ³ is chloro.

[0288] In some embodiments, R ³ is selected from those depicted in Table 1. [0289] As defined above and described herein, each R ⁴ is independently hydrogen, deuterium, -R ⁶ , halogen, -CN, -NO ₂ , -OR, -SR, -NR ₂ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)NR ₂ , - C(O)N(R)OR, -OC(O)R, -OC(O)NR ₂ , -N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)NR ₂ , -N(R)S(O) ₂ R, - P(O)(OR) ₂ , -P(O)(NR ₂ )OR, or -P(O)(NR ₂ ) ₂ .

[0290] In some embodiments, R ⁴ is hydrogen. In some embodiments, R ⁴ is -R ⁶ . In some embodiments, R ⁴ is halogen. In some embodiments, R ⁴ is -CN. In some embodiments, R ⁴ is -NO ₂ . In some embodiments, R ⁴ is -OR. In some embodiments, R ⁴ is -SR. In some embodiments, R ⁴ is -NR ₂ . In some embodiments, R ⁴ is -S(O) ₂ R. In some embodiments, R ⁴ is -S(O) ₂ NR ₂ . In some embodiments, R ⁴ is - S(O)R. In some embodiments, R ⁴ is -C(O)R. In some embodiments, R ⁴ is -C(O)OR. In some embodiments, R ⁴ is -C(O)NR ₂ . In some embodiments, R ⁴ is -C(O)N(R)OR. In some embodiments, R ⁴ is -OC(O)R. In some embodiments, R ⁴ is -OC(O)NR ₂ . In some embodiments, R ⁴ is -N(R)C(O)OR. In some embodiments, R ⁴ is -N(R)C(O)R. In some embodiments, R ⁴ is -N(R)C(O)NR ₂ . In some embodiments, R ⁴ is -N(R)S(O) ₂ R. In some embodiments, R ⁴ is -P(O)(OR) ₂ . In some embodiments, R ⁴ is -P(O)(NR ₂ )OR. In some embodiments, R ⁴ is -P(O)(NR ₂ ) ₂ .

[0291] In some embodiments, R ⁴ is methyl. In some embodiments, R ⁴ is ethyl. In some embodiments, R ⁴ is cyclopropyl.

[0292] In some embodiments, R ⁴ is selected from those depicted in Table 1.

[0293] As defined above and described herein, R ⁵ is hydrogen, deuterium, an optionally substitute C _1-

4 aliphatic, or -CN.

[0294] In some embodiments, R ⁵ is hydrogen. In some embodiments, R ⁵ is deuterium. In some embodiments, R ⁵ is an optionally substituted C _1-4 aliphatic. In some embodiments, R ⁵ is -CN.

[0295] In some embodiments, R ⁵ is selected from those depicted in Table 1.

[0296] As defined above and described herein, each R ⁶ is independently an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic ring having 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, and sulfur, and a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, and sulfur.

[0297] In some embodiments, R ⁶ is an optionally substituted C 1-6 aliphatic. In some embodiments, R ⁶ is an optionally substituted phenyl. In some embodiments, R ⁶ is an optionally substituted 4-7 membered saturated or partially unsaturated heterocyclic ring having 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, and sulfur. In some embodiments, R ⁶ is an optionally substituted 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, and sulfur. [0298] In some embodiments, R ⁶ is selected from those depicted in Table 1.

[0299] As defined generally above, each R ⁷ is independently hydrogen, deuterium, halogen, -CN, - OR, -SR, -S(O)R, -S(O) ₂ R, -N(R) ₂ , -P(O)(R) ₂ , -P(O)(OR) ₂ , -P(O)(NR ₂ )OR, -P(O)(NR ₂ ) ₂ , -Si(OH)R ₂ , - Si(OH) ₂ R, -Si R3, or an optionally substituted C _1-4 aliphatic, or R ¹ and X ¹ or X ³ are taken together with their intervening atoms to form a 5-7 membered saturated, partially unsaturated, carbocyclic ring or heterocyclic ring having 1 -3 heteroatoms, independently selected from boron, nitrogen, oxygen, silicon, or sulfur, or two R ⁷ groups on the same carbon are optionally taken together with their intervening atoms to form a 3 -6 membered spiro fused ring or a 4-7 membered heterocyclic ring having 1-2 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur, or two R ⁷ groups on adjacent carbon atoms are optionally taken together with their intervening atoms to form a 3-7 membered saturated, partially unsaturated, carbocyclic ring or heterocyclic ring having 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur, or a 7-13 membered saturated, partially unsaturated, bridged heterocyclic ring, or a spiro heterocyclic ring having 1-3 heteroatoms, independently selected from boron, nitrogen, oxygen, silicon, or sulfur.

[0300] In some embodiments, R ⁷ is hydrogen. In some embodiments, R ⁷ is deuterium. In some embodiments, R ⁷ is halogen. In some embodiments, R ⁷ is -CN. In some embodiments, R ⁷ is -OR. In some embodiments, R ⁷ is -SR. In some embodiments, R ⁷ is -S(O)R. In some embodiments, R ⁷ is -S(O) ₂ R. In some embodiments, R ⁷ is -NR ₂ . In some embodiments, R ⁷ is Si(R)?. In some embodiments, R ⁷ is - P(O)(R) ₂ . In some embodiments, R ⁷ is -P(O)(OR) ₂ . In some embodiments, R ⁷ is -P(O)(NR ₂ )OR. In some embodiments, R ⁷ is -P(O)(NR ₂ ) ₂ . In some embodiments, R ⁷ is -Si(OH)R ₂ . In some embodiments, R ⁷ is - Si(OH) ₂ R. In some embodiments, R ⁷ is an optionally substituted C _1-4 aliphatic. In some embodiments, R ⁷ and X ¹ or X ³ are taken together with their intervening atoms to form a 5 -7 membered saturated, partially unsaturated, carbocyclic ring or heterocyclic ring having 1 -3 heteroatoms, independently selected from boron, nitrogen, oxygen, silicon, or sulfur. In some embodiments, two R ⁷ groups on the same carbon are optionally taken together with their intervening atoms to form a 3-6 membered spiro fused ring or a 4-7 membered heterocyclic ring having 1-2 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur. In some embodiments, two R ⁷ groups on adjacent carbon atoms are optionally taken together with their intervening atoms to form a 3-7 membered saturated, partially unsaturated, carbocyclic ring or heterocyclic ring having 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur. In some embodiments, two R ⁷ groups on adjacent carbon atoms are optionally taken together with their intervening atoms to form a 7-13 membered saturated, partially unsaturated, bridged heterocyclic ring, or a spiro heterocyclic ring having 1-3 heteroatoms, independently selected from boron, nitrogen, oxygen, silicon, or sulfur. [0301] In some embodiments, R ⁷ is selected from hydrogen, halogen, -CN, -OR, -NR ₂ , or C _1-4 alkyl. In some embodiments, R ⁷ is selected from hydrogen, halogen, -CN, or C _1-4 alkyl. In some embodiments, R ⁷ is fluoro. In some embodiments, two R ⁷ groups on the same carbon are optionally taken together with their intervening atoms to form a 3- or 4- membered spiro fused ring.

[0302] In some embodiments, R ⁷ is selected from those depicted in Table 1 below.

[0303] As defined above and described herein, Ring A is a bi- or tricyclic ring selected from [0304] In some embodiments, Ring In some embodiments, Ring A is , g In some embodiments, Ring A is , some embodiments, Ring A is , some embodiments, Ring A Ring A is . , g . In some embodiments, some embodiments, . . embodiments, Ring some embodiments, Ring

[0305] In some embodiments, Ring A is selected from those depicted in Table 1 below.

[0306] As defined above and described herein, Ring B is a fused ring selected from 6-membered aryl, 6-membered heteroaryl containing 1-4 heteroatoms independently selected from nitrogen, oxygen, or sulfur, 5 to 7-membered saturated or partially unsaturated carbocyclyl, 5 to 7-membered saturated or partially unsaturated heterocyclyl with 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur, or 5-membered heteroaryl with 1-4 heteroatoms independently selected from nitrogen, oxygen or sulfur;

[0307] In some embodiments, Ring B is a fused 6-membered aryl. In some embodiments, Ring B is a fused 6-membered heteroaryl containing 1 -4 heteroatoms independently selected from nitrogen, oxygen, or sulfur. In some embodiments, Ring B is a fused 5 to 7-membered saturated or partially unsaturated carbocyclyl. In some embodiments, Ring B is fused 5 to 7-membered saturated or partially saturated heterocyclyl with 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur. In some embodiments, Ring B is fused 5-membered heteroaryl with 1 -4 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur.

[0308] In some embodiments, Ring In some embodiments, Ring B is

^N V In some embodiments, Ring B is V

[0309] In some embodiments, Ring B is selected from those depicted in Table 1 below.

[0310] As defined above and described herein, Ring C is a mono- or bicyclic ring selected from

In some embodiments. Ring some embodiments, Ring C is In some embodiments, Ring some embodiments, Ring C is In some embodiments. Ring some embodiments, Ring C is

In some embodiments, Ring In some embodiments, Ring C is . In some embodiments, Ring some embodiments, Ring C is

In some embodiments, Ring some embodiments, Ring C is In some embodiments, Ring some embodiments, Ring C is

[ , In some embodiments, Ring C is some embodiments, Ring some embodiments, Ring C is some embodiments, Ring some embodiments, Ring C is n some embodiments, Ring some embodiments, Ring C is n some embodiments, Ring some embodiments, Ring C

In some embodiments, Ring some embodiments, Ring C is n some embodiments, Ring some embodiments, Ring C In some embodiments, Ring some embodiments, Ring C . , g [0313] In some embodiments, Ring C is a mono- or bicyclic ring selected from

[0314] In some embodiments, Ring C is selected from those depicted in Table 1 below.

[0315] As defined above and described herein, Ring D is a ring selected from 6 to 10-membered aryl or heteroaryl containing 1 -4 heteroatoms independently selected from nitrogen, oxygen, or sulfur, 5 to 7- membered saturated or partially unsaturated carbocyclyl, 5 to 7-membered saturated or partially unsaturated heterocyclyl with 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur, or 5-membered heteroaryl with 1-4 heteroatoms independently selected from nitrogen, oxygen or sulfur;

[0316] In some embodiments, Ring D is a 6 to 10-membered aryl. In some embodiments, Ring D is a 6 to 10-membered heteroaryl containing 1-4 heteroatoms independently selected from nitrogen, oxygen, or sulfur. In some embodiments, Ring D is a 5 to 7-membered saturated or partially unsaturated carbocyclyl. In some embodiments, Ring D is 5 to 7-membered saturated or partially saturated heterocyclyl with 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur. In some embodiments, Ring D is 5-membered heteroaryl with 1-4 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur.

[0317] In some embodiments, Ring D phenyl. In some embodiments, Ring D is pyridyl. In some embodiments, Ring D naphthyl. In some embodiments, Ring D is isoquinolinyl. In some embodiments, Ring D is imidazopyridyl (e.g., imidazo[l,2-a]pyridyl). In some embodiments, Ring D is indazolyl. In some embodiments, Ring D is benzoisoxazolyl (e.g., benzo[d]isoxazolyl).

[0318] In some embodiments, Ring D is Ring A.

[0319] In some embodiments, Ring D is selected from those depicted in Table 1 below.

[0320] As defined above and described herein, each of Ring E, Ring F, and Ring G is independently a fused ring selected from 6-membered aryl, 6-membered heteroaryl containing 1-4 heteroatoms independently selected from nitrogen, oxygen, or sulfur, 5 to 7-membered saturated or partially unsaturated carbocyclyl, 5 to 7-membered saturated or partially unsaturated heterocyclyl with 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur, or 5 -membered heteroaryl with 1- 4 heteroatoms independently selected from nitrogen, oxygen or sulfur, wherein Ring E, Ring F, and Ring G is independently and optionally substituted with 1-2 oxo groups.

[0321] In some embodiments, each of Ring E, Ring F, and Ring G is independently a fused ring selected from 6-membered aryl. In some embodiments, each of Ring E, Ring F, and Ring G is independently a fused ring selected from 6-membered heteroaryl containing 1-4 heteroatoms independently selected from nitrogen, oxygen, or sulfur. In some embodiments, each of Ring E, Ring F, and Ring G is independently a fused ring selected from a 5 to 7-membered saturated or partially unsaturated carbocyclyl. In some embodiments, each of Ring E, Ring F, and Ring G is independently a fused ring selected from a 5 to 7-membered saturated or partially unsaturated heterocyclyl with 1 -3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur. In some embodiments, each of Ring E, Ring F, and Ring G is independently a fused ring selected from a 5-membered heteroaryl with 1-4 heteroatoms independently selected from nitrogen, oxygen or sulfur. In some embodiments, Ring E, Ring F, and Ring G is independently and optionally substituted with 1-2 oxo groups.

[0322] In some embodiments, Ring

[0323] In some embodiments, each of Ring E and Ring G is independently In some of Ring E and Ring G is independently . in some embodiments, each of Ring E and Ring G is

[0324] In some embodiments, Ring E, Ring F, and Ring In some embodiments, Ring E, Ring F, and Ring some embodiments, Ring E, Ring

[0325] In some embodiments, Ring E, Ring F, and Ring G is selected from those depicted in Table 1, below.

[0326] As defined above and described herein, Ring H is a ring selected from a 7-9 membered saturated or partially unsaturated carbocyclyl or heterocyclyl ring with 1 -3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur, wherein Ring E is optionally further substituted with 1-2 oxo groups.

[0327] In some embodiments, Ring H is a ring selected from a 7-9 membered saturated or partially unsaturated carbocyclyl or heterocyclyl ring with 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur, wherein Ring H is optionally further substituted with 1-2 oxo groups.

[0328] As defined above and described herein, each of Ring I and Ring J is independently a fused ring selected from 6-membered aryl, 6-membered heteroaryl containing 1-4 heteroatoms independently selected from nitrogen, oxygen, or sulfur, 5 to 7-membered saturated or partially unsaturated carbocyclyl, 5 to 7- membered saturated or partially unsaturated heterocyclyl with 1 -3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur, or 5-membered heteroaryl with 1-4 heteroatoms independently selected from nitrogen, oxygen or sulfur

[0329] In some embodiments, each of Ring 1 and Ring J is independently a 6-membered aryl. In some embodiments, each of Ring I and Ring J is independently a 6-membered heteroaryl containing 1-4 heteroatoms independently selected from nitrogen, oxygen, or sulfur. In some embodiments, each of Ring I and Ring J is independently a 5 to 7-membered saturated or partially unsaturated carbocyclyl. In some embodiments, each of Ring I and Ring J is independently a 5 to 7-membered saturated or partially unsaturated heterocyclyl with 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur. In some embodiments, each of Ring I and Ring J is independently a 5-membered heteroaryl with 1-3 heteroatoms independently selected from nitrogen, oxygen or sulfur.

[0330] In some embodiments, Ring I and Ring J is selected from those depicted in Table 1, below.

[0331] As defined above and described herein, Ring K is a fused ring selected from a 5-12 membered saturated or partially unsaturated carbocyclyl or heterocyclyl with 1 -3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur, wherein Ring H is optionally further substituted with 1 -2 oxo groups.

[0332] In some embodiments, Ring K is a fused ring selected from a 5-12 membered saturated or partially unsaturated carbocyclyl. In some embodiments, Ring K is a 5- 12 membered saturated or partially unsaturated heterocyclyl ring with 1 -3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur. In some embodiments, Ring K is a fused 5-6 membered saturated or partially unsaturated heterocyclyl ring with 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur. In some embodiments, Ring K is optionally further substituted with 1-2 oxo groups.

[0333] In some embodiments, Ring I, Ring J, and Ring

[0334] In some embodiments, Ring l< is selected from those depicted in Table 1 below.

[0335] As defined above and described herein, Ring M is selected from

[0336] In some embodiments, Ring M is

In some embodiments, Ring In some embodiments, Ring M is In some embodiments, Ring In some embodiments, Ring M is

0 . In some embodiments, Ring M is 0 . In some embodiments, Ring M is n some embodiments, Ring In some embodiments, Ring M is In some embodiments, Ring [0337] In some embodiments, Ring M is selected from those depicted in Table 1 below.

[0338] As defined above and described here, L ¹ is a covalent bond or a C1-3 bivalent straight or branched saturated or unsaturated hydrocarbon chain wherein 1-2 methylene units of the chain are independently and optionally replaced with -O-, -C(O)-, -C(S)-, -C(R) ₂ -, -CH(R)-, -C(F) ₂ -, -N(R)-, -S-, - S(O) ₂ - or -(C)=CH-;

[0339] In some embodiments, L ¹ is a covalent bond. In some embodiments, L ¹ is a C1-3 aliphatic. In some embodiments, L ¹ is -CH ₂ -. In some embodiments, L ¹ is -C(D)(H)-. In some embodiments, L ¹ is - C(D) ₂ -. In some embodiments, L ¹ is -CH ₂ CH ₂ -. In some embodiments, L ¹ is -NR-. In some embodiments, L ¹ is -NH-. In some embodiments, L ¹ is -NMe- In some embodiments, L ¹ is -NEt- In some embodiments, L ¹ is -CH ₂ NR-. In some embodiments, L ¹ is or -O-. In some embodiments, L ¹ is - CH ₂ O-. In some embodiments, L ¹ is -S-. In some embodiments, L ¹ is -OC(O)-. In some embodiments, L ¹ is -C(O)O-. In some embodiments, L ¹ is -C(O)-. In some embodiments, L ¹ is -S(O)-. In some embodiments, L ¹ is -S(O) ₂ -,. In some embodiments, L ¹ is -NRS(O) ₂ -. In some embodiments, L ¹ is - S(O) ₂ NR-. In some embodiments, L ¹ is -NRC(O)-. In some embodiments, L ¹ is -C(O)NR-.

[0340] In some embodiments, Ring L ¹ is selected from those depicted in Table 1 below.

[0341] As defined above and described herein, — is a single or double bond.

[0342] In some embodiments, — is a single bond. In some embodiments, — is a double bond.

[0343] In some embodiments, — is selected from those depicted in Table 1 below.

[0344] As defined above and described herein, m is 0, 1, 2, 3, 4, 5, 6, 7, 8, 9, 10, 11, 12, 13, 14, 15, or 16.

[0345] In some embodiments, m is 0. In some embodiments, m is 1. In some embodiments, m is 2. In some embodiments, m is 3. In some embodiments, m is 4. In some embodiments, m is 5. In some embodiments, m is 6. In some embodiments, m is 7. In some embodiments, m is 8. In some embodiments, m is 9. In some embodiments, m is 10. In some embodiments, m is 11. In some embodiments, m is 12. In some embodiments, m is 13. In some embodiments, m is 14. In some embodiments, m is 15. In some embodiments, m is 16.

[0346] In some embodiments, m is selected from those depicted in Table 1 below.

[0347] As defined above and described herein, n is 0, 1, 2, 3 or 4.

[0348] In some embodiments, n is 0. In some embodiments, n is 1. In some embodiments, n is 2. In some embodiments, n is 3. In some embodiments, n is 4.

[0349] In some embodiments, n is selected from those depicted in Table 1 below.

[0350] As defined above and described herein, p is 0 or 1.

[0351] In some embodiments, p is 0. In some embodiments, p is 1. [0352] In some embodiments, p is selected from those depicted in Table 1 below.

[0353] As defined above and described herein, q is 0, 1, 2, 3 or 4.

[0354] In some embodiments, q is 0. In some embodiments, q is 1. In some embodiments, q is 2. In some embodiments, q is 3. In some embodiments, q is 4.

[0355] In some embodiments, q is selected from those depicted in Table 1 below.

[0356] In some embodiments, In some embodiments, LBM is embodiments, LBM is In some embodiments, LBM is

In some embodiments, In some is In some embodiments, LBM is . In some embodiments, LBM is . In some embodiments, LBM is . In some embodiments,

In some embodiments, LBM is . In some embodiments, LBM is

embodiments, some embodiments,

In some embodiments, LBM is In some embodiments, LBM is 0 . In some embodiments, LBM is 0 . In some embodiments, embodiments, LBM is 0 . In some embodiments, LBM is 0 In some embodiments, LBM is In some embodiments, LBM is embodiments, ,

In some embodiments, In some embodiments, LBM is is In some embodiments, LBM is

, In some embodiments, LBM is In some embodiments, LBM is In some embodiments, LBM is In some embodiments, LBM is

In some embodiments, LBM is In some embodiments, LBM is , In some

In some embodiments, LBM is In some embodiments, LBM is embodiments, some embodiments, In some

, In some embodiments, LBM is In some embodiments, LBM is some embodiments, In some embodiments, LBM is embodiments, In some embodiments, LBM is , some embodiments, some embodiments, , some embodiments,

[0359] In some embodiments, LBM is selected from those in Table 1 below.

[0360] In some embodiments, the present invention provides the compound of formula I-a or I-a ^† , wherein from formula I-aa, to provide a compound of formula I-a or I-a’-l: or a pharmaceutically acceptable salt thereof, wherein each of Y, X, X ¹ , X ² , X ³ , R ¹ , R ² , R ^w , R ^x , R ^y , L, L ¹ , Ring A, Ring W, Ring X, Ring Y, m, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0361] In some embodiments, the present invention provides the compound of formula I-a-1, wherein Y is -S(O) _1- 2-, X ² is a carbon atom, X ³ is -CH ₂ -, L ¹ is a covalent bond, and Ring Y is phenylenyl as shown, to provide a compound of formula I-a-2: or a pharmaceutically acceptable salt thereof, wherein each of X ¹ , R ¹ , R ² , R ^w , R ^x , R ^y , L, Ring A, Ring W, Ring X, m, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0362] In some embodiments, the present invention provides the compound of formula I-a-1, wherein

Y is -S(O) _1- 2-, X is , X ² is a carbon atom, X ³ are -CH ₂ -, L ¹ is a covalent bond, and Ring Y is phenylenyl as shown, to provide a compound of formula I-a-3:

I-a-3 or a pharmaceutically acceptable salt thereof, wherein each of X ¹ , R ¹ , R ² , R ^w , R ^x , R ^y , L, Ring A, Ring W, Ring X, m, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0363] In some embodiments, the present invention provides the compound of formula I-a-1, wherein X ² is a carbon atom, X ³ are -CH ₂ -, L ¹ is a covalent bond, and Ring Y is phenylenyl as shown, to provide a compound of formula I-a-4:

I-a-4 or a pharmaceutically acceptable salt thereof, wherein each of X ¹ , R ¹ , R ² , R ^w , R ^x , R ^y , L, Ring A, Ring W, Ring X, m, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0364] In some embodiments, the present invention provides the compound of formula I-a-1, wherein

Y is -S(O) _1- 2-, X is , X ² is a carbon atom, X ³ are -CH ₂ -, L ¹ is a covalent bond, and Ring

Y is phenylenyl as shown, to provide a compound of formula I-a-5:

I-a-5 or a pharmaceutically acceptable salt thereof, wherein each of X ¹ , R ¹ , R ² , R ^w , R ^x , R ^y , L, Ring A, Ring W, Ring X, m, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0365] In some embodiments, the present invention provides the compound of formula I-a-1, wherein

Y is -S(O) _1- 2-, X is , X ² is a carbon atom, X ³ are -CH ₂ -, L ¹ is a covalent bond, and Ring

Y is phenylenyl as shown, to provide a compound of formula I-a-6:

I-a-6 or a pharmaceutically acceptable salt thereof, wherein each of X ¹ , R ¹ , R ² , R ^w , R ^x , R ^y , L, Ring A, Ring W, Ring X, m, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0366] In some embodiments, the present invention provides the compound of formula I-a-1, wherein Y is -S(O)(NH)-, X ² is a carbon atom, X ³ is -CH ₂ -, L ¹ is a covalent bond, and Ring Y is phenylenyl as shown, to provide a compound of formula I-a-7:

I-a-7 or a pharmaceutically acceptable salt thereof, wherein each of X ¹ , R ¹ , R ² , R ^w , R ^x , R ^y , L, Ring A, Ring W, Ring X, m, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0367] In some embodiments, the present invention provides the compound of formula I-a-1, wherein

Y is -S(O) _1- 2-, X ² is a carbon atom, X ³ is -CH ₂ -, L ¹ is a covalent bond, and Ring shown, to provide a compound of formula I-a-8: or a pharmaceutically acceptable salt thereof, wherein each of X ¹ , R ¹ , R ² , R ^w , R ^x , R ^y , L, Ring W, Ring X, Ring Y, m, w, x, and y is as defined above and described in embodiments herein, both singly and in combination. [0368] In some embodiments, the present invention provides the compound of formula I-a-1, wherein

Y is -S(O) _1- 2-, X ² is a carbon atom, X ³ is -CH ₂ -, L ¹ is a covalent bond, Ring shown, to provide a compound of formula I-a-9:

I-a-9 or a pharmaceutically acceptable salt thereof, wherein each of X ¹ , R ¹ , R ² , R ^w , R ^x , R ^y , L, Ring A, Ring X, Ring Y, m, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0369] In some embodiments, the present invention provides the compound of formula I-a-1, wherein

Y is -S(O) _1- 2-, X ² is a carbon atom, X ³ is -CH ₂ -, L ¹ is a covalent bond, and Ring shown, to provide a compound of formula I-a-10:

I-a-10 or a pharmaceutically acceptable salt thereof, wherein each of X ¹ , R ¹ , R ² , R ^w , R ^x , R ^y , L, Ring A, Ring X, Ring Y, m, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0370] In some embodiments, the present invention provides the compound of formula I-a-1, wherein Y is -S(O) _1- 2-, X ² is a carbon atom, X ³ is -CH ₂ -, L ¹ is a covalent bond, and Ring X is pyridylenyl as shown, to provide a compound of formula I-a-11: I-a-11 or a pharmaceutically acceptable salt thereof, wherein each of X ¹ , R ¹ , R ² , R ^w , R ^x , R ^y , L, Ring A, Ring W, Ring Y, m, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0371] In some embodiments, the present invention provides the compound of formula I-a-1, wherein Y is -S(O) _1- 2-, X ² is a carbon atom, X ³ is -CH ₂ -, L ¹ is a covalent bond, and Ring X is pyridylenyl as shown, to provide a compound of formula I-a-12:

I-a-12 or a pharmaceutically acceptable salt thereof, wherein each of X ¹ , R ¹ , R ² , R ^w , R ^x , R ^y , L, Ring A, Ring W, Ring Y, m, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0372] In some embodiments, the present invention provides the compound of formula I-a, wherein

I-a-20 or a pharmaceutically acceptable salt thereof, wherein each of Y, X, R ^w , R ^x , R ^y , R ^3a , R ⁷ , L, L ¹ , Ring D, Ring M, Ring W, Ring X, Ring Y, n, q, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0373] In some embodiments, the present invention provides the compound of formula I-a-20, wherein

Ring covalent bond, Y is -S(O) _1- 2-, and Ring Y is phenylenyl as shown, to provide a compound of formula I-a-21:

I-a-21 or a pharmaceutically acceptable salt thereof, wherein each of X, X ⁴ , R ^w , R ^x , R ^y , R ^3a , R ⁷ , L, Ring D, Ring W, Ring X, n, q, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0374] In some embodiments, the present invention provides the compound of formula I-a-20, wherein

Ring covalent bond, Y is -S(O) _1- 2-, X is , and Ring Y is phenylenyl as shown, to provide a compound of formula I-a-22: or a pharmaceutically acceptable salt thereof, wherein each of R ^w , R ^x , R ^y , R ^3a , R ⁷ , L, Ring D, Ring W, Ring X ⁴ , n, q, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0375] In some embodiments, the present invention provides the compound of formula I-a-20, wherein FA /H

Ring covalent bond, Y is -S(O) _1- 2-, X is ' — ' , and Ring Y is phenylenyl as shown, to provide a compound of formula I-a-23:

I-a-23 or a pharmaceutically acceptable salt thereof, wherein each of R ^w , R ^x , R ^y , R ^3a , R ⁷ , L, Ring D, Ring W, Ring

X ⁴ , n, q, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0376] In some embodiments, the present invention provides the compound of formula I-a-20, wherein

Ring covalent bond, Y is -S(O) _1- 2-, X is , and Ring Y is phenylenyl as shown, to provide a compound of formula I-a-24:

I-a-24 or a pharmaceutically acceptable salt thereof, wherein each of R ^w , R ^x , R ^y , R ^3a , R ⁷ , L, Ring D, Ring W, Ring X ⁴ , n, q, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0377] In some embodiments, the present invention provides the compound of formula I-a-20, wherein

Ring covalent bond, Y is -S(O) _1- 2-, X is HC ^v X ' ^N H , and Ring Y is phenylenyl as shown, to provide a compound of formula I-a-25:

I-a-25 or a pharmaceutically acceptable salt thereof, wherein each of R ^w , R ^x , R ^y , R ^3a , R ⁷ , L, Ring D, Ring W, Ring X ⁴ , n, q, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0378] In some embodiments, the present invention provides the compound of formula I-a-20, wherein

Ring Ring Y is phenylenyl as shown, to provide a compound of formula I-a-26:

I-a-26 or a pharmaceutically acceptable salt thereof, wherein each of X, X ⁴ , R ^w , R ^x , R ^y , R ^3a , R ⁷ , L, Ring D, Ring W, Ring X, n, q, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0379] In some embodiments, the present invention provides the compound of formula I-a-20, wherein

Ring covalent bond, Y is -S(O)(NH)-, and Ring Y is phenylenyl as shown, to provide a compound of formula I-a-27:

I-a-27 or a pharmaceutically acceptable salt thereof, wherein each of X, X ⁴ , R ^w , R ^x , R ^y , R ^3a , R ⁷ , L, Ring D, Ring W, Ring X, n, q, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0380] In some embodiments, the present invention provides the compound of formula I-a-20, wherein

Ring Ring Y is phenylenyl as shown, to provide a compound of formula I-a-28:

I-a-28 or a pharmaceutically acceptable salt thereof, wherein each of X, R ^w , R ^x , R ^y , R ^3a , R ⁷ , L, Ring D, Ring W, Ring X, n, q, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0381] In some embodiments, the present invention provides the compound of formula I-a-20, wherein

Y is -S(O) _1- 2-, Ring provide a compound of formula I-a-29:

I-a-29 or a pharmaceutically acceptable salt thereof, wherein each of X, X ⁴ , R ^w , R ^x , R ^y , R ^3a , R ⁷ , L, Ring D, Ring X, Ring Y, n, q, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0382] In some embodiments, the present invention provides the compound of formula I-a-20, wherein

Y is -S(O) _1- 2-, Ring covalent bond, and Ring shown, to provide a compound of formula I-a-30:

I-a-30 or a pharmaceutically acceptable salt thereof, wherein each of X, X ⁴ , R ^w , R ^x , R ^y , R ^3a , R ⁷ , L, Ring D, Ring X, Ring Y, n, q, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0383] In some embodiments, the present invention provides the compound of formula I-a-20, wherein

Y is -S(O) _1- 2-, Ring covalent bond, and Ring X is pyridylenyl as shown, to provide a compound of formula I-a-31:

I-a-31 or a pharmaceutically acceptable salt thereof, wherein each of X, X ⁴ , R ^w , R ^x , R ^y , R ^3a , R ⁷ , L, Ring D, Ring W, Ring Y, n, q, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0384] In some embodiments, the present invention provides the compound of formula I-a-20, wherein

Y is -S(O) _1- 2-, Ring covalent bond, and Ring X is pyridylenyl as shown, to provide a compound of formula I-a-32:

I-a-32 or a pharmaceutically acceptable salt thereof, wherein each of X, X ⁴ , R ^w , R ^x , R ^y , R ^3a , R ⁷ , L, Ring D, Ring W, Ring Y, n, q, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0385] In some embodiments, the present invention provides the compound of formula I-a-20, as a compound of formula I-a-33:

I-a-33 or a pharmaceutically acceptable salt thereof, wherein each of the variables is as defined above and described in embodiments herein, both singly and in combination.

[0386] In some embodiments, the present invention provides the compound of formula I-b or I-b ^† , wherein from formula I-aa, to provide a compound of formula I-b-1 :

I-b-1 or a pharmaceutically acceptable salt thereof, wherein each of Y, X, X ¹ , X ² , X ³ , R ¹ , R ² , R ^w , R ^x , R ^y , L, L ¹ , L ^y , Ring A, Ring W, Ring X, Ring Y, m, v, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0387] In some embodiments, the present invention provides the compound of formula I-b-1, wherein Y is -S(O) _1- 2-, X ² is a carbon atom, X ³ is -CH ₂ -, L ¹ is a covalent bond, and Ring Y is phenylenyl as shown, to provide a compound of formula I-b-2:

I-b-2 or a pharmaceutically acceptable salt thereof, wherein each of X, X ¹ , R ¹ , R ² , R ^w , R ^x , R ^y , L, L ^y , Ring A, Ring X, Ring Y, m, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0388] In some embodiments, the present invention provides the compound of formula I-b-1, wherein

Y is -S(O) _1- 2-, X is HT ' — ' ^N H , X ² i .s a carbon atom, X ³ is -CH ₂ -, L ¹ is a covalent bond, and Ring Y is phenylenyl as shown, to provide a compound of formula I-b-3:

I-b-3 or a pharmaceutically acceptable salt thereof, wherein each of X ¹ , R ¹ , R ² , R ^w , R ^x , R ^y , L, L ^y , Ring A, Ring X, Ring Y, m, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0389] In some embodiments, the present invention provides the compound of formula I-b-1, wherein

Y is -S(O) _1- 2-, X is X ² is a carbon atom, X ³ is -CH ₂ -, L ¹ is a covalent bond, and Ring Y is phenylenyl as shown, to provide a compound of formula I-b-4:

I-b-4 or a pharmaceutically acceptable salt thereof, wherein each of X ¹ , R ¹ , R ² , R ^w , R ^x , R ^y , L, L ^y , Ring A, Ring X, Ring Y, m, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0390] In some embodiments, the present invention provides the compound of formula I-b-1, wherein

Y is -S(O) _1- 2-, X is , X ² is a carbon atom, X ³ is -CH ₂ -, L ¹ is a covalent bond, and Ring

Y is phenylenyl as shown, to provide a compound of formula I-b-5:

I-b-5 or a pharmaceutically acceptable salt thereof, wherein each of X ¹ , R ¹ , R ² , R ^w , R ^x , R ^y , L, L ^y , Ring A, Ring X, Ring Y, m, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0391] In some embodiments, the present invention provides the compound of formula I-b-1, wherein

Y is -S(O) _1- 2-, X is , X ² is a carbon atom, X ³ is -CH ₂ -, L ¹ is a covalent bond, and Ring

Y is phenylenyl as shown, to provide a compound of formula I-b-6: or a pharmaceutically acceptable salt thereof, wherein each of X ¹ , R ¹ , R ² , R ^w , R ^x , R ^y , L, L ^y , Ring A, Ring X, Ring Y, m, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0392] In some embodiments, the present invention provides the compound of formula I-b-1, wherein Y is -S(O)(NH)-, X ² is a carbon atom, X ³ is -CH ₂ -, L ¹ is a covalent bond, and Ring Y is phenylenyl as shown, to provide a compound of formula I-b-7:

I-b-7 or a pharmaceutically acceptable salt thereof, wherein each of X, X ¹ , R ¹ , R ² , R ^w , R ^x , R ^y , L, L ^y , Ring A, Ring X, Ring Y, m, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0393] In some embodiments, the present invention provides the compound of formula I-b-1, wherein

Y is -S(O) _1- 2-, X ² is a carbon atom, X ³ is -CH ₂ -, L ¹ is a covalent bond, and Ring A is XPy ' as shown, to provide a compound of formula I-b-8:

I-b-8 or a pharmaceutically acceptable salt thereof, wherein each of X, X ¹ , R ¹ , R ² , R ^w , R ^x , R ^y , L, L ^y , Ring W, Ring X, Ring Y, m, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0394] In some embodiments, the present invention provides the compound of formula I-b or I-b ^† , wherein from formula I-aa, to provide a compound of formula I-b-9:

I-b-9 or a pharmaceutically acceptable salt thereof, wherein each of X ¹ , X ² , X ³ , R ¹ , R ² , R ^w , R ^x , R ^y , L, L ¹ , L ^y , Ring A, Ring W, Ring X, Ring Y, m, v, w, x, and y is as defined above and described in embodiments herein, both singly and in combination, and wherein X is an optionally substituted ring selected from phenylenyl, a 3 to 12-membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic or spirocyclic carbocyclylenyl or heterocyclylenyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5 to 6-membered heteroarylenyl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur.

[0395] In some embodiments, the present invention provides the compound of formula I-b or I-b ^† , wherein from formula I-nn, to provide a compound of formula I-b-10:

I-b-10 or a pharmaceutically acceptable salt thereof, wherein each of Y, X, R ^w , R ^x , R ^y , R ^3a , R ⁷ , L, L ¹ , L ^y , Ring D, Ring M, Ring W, Ring X, Ring Y, n, q, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0396] In some embodiments, the present invention provides the compound of formula I-b-10, wherein Ring covalent bond, Y is -S(O) _1- 2-, and Ring Y is phenylenyl as shown, to provide a compound of formula I-b-11:

I-b-11 or a pharmaceutically acceptable salt thereof, wherein each of X, X ⁴ , R ^w , R ^x , R ^y , R ^3a , R ⁷ , L, L ^y , Ring D, Ring W, Ring X, n, q, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0397] In some embodiments, the present invention provides the compound of formula I-b-10,

|-X^ O

^ ^NH |— ( N-| wherein Ring M is 0 , L ¹ is a covalent bond, Y is -S(O) _1- 2-, X is ' — ' , and Ring Y is phenylenyl as shown, to provide a compound of formula I-b-12:

I-b-12 or a pharmaceutically acceptable salt thereof, wherein each of X, R ^w , R ^x , R ^y , R ^3a , R ⁷ , L, L ^y , Ring D, Ring W, Ring X, n, q, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0398] In some embodiments, the present invention provides the compound of formula I-b-10, wherein Ring covalent bond, Y is -S(O) _1- 2-, X is H ^† — ' / H , and Ring Y is phenylenyl as shown, to provide a compound of formula I-b-13:

I-b-13 or a pharmaceutically acceptable salt thereof, wherein each of R ^w , R ^x , R ^y , R ^3a , R ⁷ , L, L ^y , Ring D, Ring W, Ring X, n, q, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0399] In some embodiments, the present invention provides the compound of formula I-b-10, wherein Ring covalent bond, Y is -S(O) _1- 2-, X is , and Ring

Y is phenylenyl as shown, to provide a compound of formula I-b-14:

I-b-14 or a pharmaceutically acceptable salt thereof, wherein each of R ^w , R ^x , R ^y , R ^3a , R ⁷ , L, L ^y , Ring D, Ring W, Ring X, n, q, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0400] In some embodiments, the present invention provides the compound of formula I-b-10, _ wherein Ring covalent bond, Y is -S(O) _1- 2-, X is HCX ' — / ^N H , and Ring

Y is phenylenyl as shown, to provide a compound of formula I-b-15:

I-b-15 or a pharmaceutically acceptable salt thereof, wherein each of R ^w , R ^x , R ^y , R ^3a , R ⁷ , L, L ^y , Ring D, Ring W, Ring X, n, q, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0401] In some embodiments, the present invention provides the compound of formula I-b-10, wherein Ring , Yis -S(O) _1- 2-, and Ring Y is phenylenyl as shown, to provide a compound of formula I-b-16:

I-b-16 or a pharmaceutically acceptable salt thereof, wherein each of R ^w , R ^x , R ^y , R ^3a , R ⁷ , L, L ^y , Ring D, Ring W, Ring X, n, q, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0402] In some embodiments, the present invention provides the compound of formula I-b-10, wherein Ring covalent bond, Y is -S(O)(NH)-, and Ring Y is phenylenyl as shown, to provide a compound of formula I-b-17:

I-b-17 or a pharmaceutically acceptable salt thereof, wherein each of X, R ^w , R ^x , R ^y , R ^3a , R ⁷ , L, L ^y , Ring D, Ring W, Ring X, n, q, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0403] In some embodiments, the present invention provides the compound of formula I-b-10, wherein Ring Ring Y is phenylenyl as shown, to provide a compound of formula I-b-18: or a pharmaceutically acceptable salt thereof, wherein each of X, R ^w , R ^x , R ^y , R ^3a , R ⁷ , L, L ^y , Ring D, Ring W, Ring X, n, q, w, x, and y is as defined above and described in embodiments herein, both singly and in combination.

[0404] In some embodiments, the present invention provides a compound formula I-b-10 of any one of the following formulae:

I-b-23

I-b-25 or a pharmaceutically acceptable salt thereof, wherein each of the variables is as defined above and described in embodiments herein, both singly and in combination.

[0405] In some embodiments, the present invention provides a compound of formula I-b-10 of any one of the following formulae:

I-b-28

I-b-34

I-b-40

I-b-46

I-b-57 or a pharmaceutically acceptable salt thereof, wherein each of the variables is as defined above and described in embodiments herein, both singly and in combination, and wherein:

R ^xl is hydrogen, halogen, -CN, C _1-6 alkyl, C _1-6 haloalkyl, -OH, -OC _1-6 alkyl, -OC _1-6 haloalkyl; and xl is 0, l, or 2.

[0406] As defined generally above, R ^xl is hydrogen, halogen, -CN, C _1-6 alkyl, C _1-6 haloalkyl, -OH, -

OC _1-6 alkyl, -OC _1-6 haloalkyl.

[0407] In some embodiments, R ^xl is hydrogen. In some embodiments, R ^xl is halogen. In some embodiments, R ^xl is -CN. In some embodiments, R ^xl is C _1-6 alkyl. In some embodiments, R ^xl is C _1-6 haloalkyl. In some embodiments, R ^xl is -OH. In some embodiments, R ^xl is -OC _1-6 alkyl. In some embodiments, R ^xl is -OC _1-6 haloalkyl.

[0408] In some embodiments, R ^xl is fluoro or methyl.

[0409] In some embodiments, R ^xl is selected from those depicted in Table 1, below.

[0410] As defined generally above, xl is 0, 1, or 2.

[0411] In some embodiments, xl is 0. In some embodiments, xl is 1. In some embodiments, xl is 2.

In some embodiments, xl is 0 or 1. In some embodiments, xl is 1 or 2.

[0412] In some embodiments, xl is selected from those depicted in Table 1, below.

[0413] In some embodiments, the present invention provides the compound of formula I-b-10 as a compound of formula I-b-58:

I-b-58 or a pharmaceutically acceptable salt thereof, wherein each of the variables is as defined above and described in embodiments herein, both singly and in combination.

[0414] In some embodiments, the present invention provides the compound of formula I-d, wherein from formula I-cc, to provide a compound of formula I-d-1: or a pharmaceutically acceptable salt thereof, wherein each of R ^q , R ^s , R‘, R, q, s, t, L, ring A, R ² , R ¹ , X ¹ , and m is as defined above and described in embodiments herein, both singly and in combination.

[0415]

[0416] In certain embodiments, the present invention provides a compound of Formula I, wherein DIM (e.g., LBM) is an E3 ubiquitin ligase (cereblon) binding moiety thereby forming a compound of formula I-oo-l, I-oo-2, l-oo-3, l-oo-4, l-oo-5, l-oo-6, l-oo-7, l-oo-8, l-oo-9, or I-oo-10 respectively: I-oo-9 I-oo-10 or a compound of formula I-oo ^† -l, I-oo ^† -2, l-oo ^† -3, l-oo ^† -4, l-oo ^† -5, l-oo ^† -6, l-oo ^† -7, l-oo ^† -8, l-oo ^† -9, or I- oo ^† -10 respectively:

I-oo ^† -7 I-oo ^† -8 or a compound of formula I-oo"-l, I-oo"-2, I-oo"-3, l-oo"-4, l-oo"-5, l-oo"-6, l-oo"-7, l-oo"-8, l-oo"-

9, or l-oo ^{† †} -10 respectively:

I-oo”-9 l-oo ”-10 or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein each of the variables , X, X ₁ , X ₂ , Y, R ₁ , R ₃ , R ₃ ’, R ₄ , R ₅ , t, m and n is as defined and described in WO 2017/007612 and US 2018/0134684, the entirety of each of which is herein incorporated by reference.

[0417] Accordingly in some embodiments, the present invention provides a compound of formula I- oo-l, I-oo-2, l-oo-3, l-oo-4, l-oo-5, l-oo-6, l-oo-7, l-oo-8, I-oo-9, l-oo-10, I-oo ^† -l, I-oo ^† -2, l-oo ^† -3, I-oo ^† -

4, l-oo ^† -5, l-oo ^† -6, l-oo ^† -7, l-oo ^† -8, l-oo ^† -9, l-oo ^† -10, I-oo”-l, l-oo ”-2, l-oo”-3, l-oo”-4, 1 -00”- 5. l-oo”-

6, l-oo”-7, l-oo”-8, l-oo”-9, or l-oo ”-10, or a pharmaceutically acceptable salt thereof, wherein:

Y is a bond, Y ₁ , O, NH, NR ₂ , C(O)O, OC(O), C(O)NR ₂ ^† , NR ₂ ^† C(O), Y ₁ — O, Y ₁ — NH, Y ₁ — NR ₂ , Y ₁ — C(O), Y ₁ — C(O)O, Y ₁ — OC(O), Y ₁ — C(O)NR ₂ ^† , or Y ₁ — NR ₂ ^† C(O), wherein Y ₁ is G-G alkylene, C ₂ - G alkenylene, or C ₂ -C ₆ alkynylene;

X is C(O) or C(R ₃ ) ₂ ;

X ₁ -X ₂ is C(R ₃ )=N or C(R ₃ ) ₂ — C(R ₃ ) ₂ ; each R ₁ is independently halogen, nitro, NH ₂ , OH, C(O)OH, C ₁ -C ₆ alkyl, or C ₁ -C ₆ alkoxy;

R ₂ is C ₁ -C ₆ alkyl, C ₂ -C ₆ alkenyl, C ₃ -C ₈ cycloalkyl, 3- to 8-membered heterocycloalkyl, C(O) — C ₁ -C ₆ alkyl, C(O) — C ₂ -C ₆ alkenyl, C(O) — C ₃ -C ₈ cycloalkyl, or C(O)-3- to 8-membered heterocycloalkyl, and R ₂ is optionally substituted with one or more of halogen, N(R _a ) ₂ , NHC(O)R _a , NHC(O)OR _a , OR _b , C ₃ -C ₈ cycloalkyl, 3- to 8-membered heterocycloalkyl, C ₆ -C ₁₀ aryl, or 5- to 10-membered heteroaryl, wherein each of the C ₃ -C ₈ cycloalkyl, 3- to 8-membered heterocycloalkyl, C ₆ -C ₁₀ aryl or 5- to 10- membered heteroaryl is optionally further substituted with one or more of halogen, NH ₂ , CN, nitro, OH, C(O)OH, C ₁ -C ₆ alkyl, C ₁ -C ₆ haloalkyl, C ₁ -C ₆ alkoxy, or C ₁ -C ₆ haloalkoxy; R ₂ ^† is H, C ₁ -C ₆ alkyl, C2-C6 alkenyl, C3-C8 cycloalkyl, or 3- to 8-membered heterocycloalkyl, and R ₂ ^† , when not being H, is optionally substituted with one or more of halogen, N(R _a ) ₂ , NHC(O)R _a , NHC(O)OR _a , OR _b , C3-C8 cycloalkyl, 3- to 8-membered heterocycloalkyl, Cs-C ₁₀ aryl, or 5- to 10- membered heteroaryl, wherein each of the Ch-Cx cycloalkyl, 3- to 8-membered heterocycloalkyl, Cb-Ciii aryl or 5- to 10-membered heteroaryl is optionally further substituted with one or more of halogen, NH ₂ , CN, nitro, OH, C(O)OH, C _1- Cg alkyl, C ₁ -C ₆ haloalkyl, C ₁ -C ₆ alkoxy, or C _1- G, haloalkoxy; each R Js independently H or C1-C3 alkyl optionally substituted with Ce-Cw aryl or 5- to 10-membered heteroaryl; each R3 ^† is independently C1-C3 alkyl; each Ri is independently H or C1-C3 alkyl; or two R4, together with the carbon atom to which they are attached, form C(O), a C ₃ -C ₆ carbocycle, or a 4-, 5-, or 6-membered heterocycle comprising 1 or 2 heteroatoms selected from N and 0;

Rs is H, C1-C3 alkyl, F, or Cl; each Ra independently is H or C _1- Cg alkyl; R _b is H or tosyl; t is 0 or 1; m is 0, 1, 2 or 3; and n is 0, 1 or 2.

[0418] In certain embodiments, the present invention provides a compound of Formula I, wherein DIM (e.g., LBM) is an E3 ubiquitin ligase (cereblon) binding moiety thereby forming a compound of formula I-pp-1, 1-pp-2, I-pp-3, 1-pp-4, 1-pp-5, or I-pp-6 respectively:

or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein each of the variables A, G, G’, Qi, Q2, Qs, Q4, R, R’, W, X, Y, Z, and n is as defined and described in WO 2016/197114 and US 2018/0147202, the entirety of each of which is herein incorporated by reference.

[0419] In some embodiments, In some embodiments, LBM is some embodiments,

[0420] In some embodiments, LBM is selected from those in Table 1 below.

[0421] In certain embodiments, the present invention provides a compound of Formula I, wherein

DIM (e.g., LBM) is an E3 ubiquitin ligase (cereblon) binding moiety thereby forming a compound of formula I-qq-1, 1-qq-2, or I-qq-3 respectively: I-qq-2 or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described herein, and wherein each of the variables R ¹ , R ² , R ⁴ , R ⁵ , R ¹⁰ , R ¹¹ , R ¹⁴ , R ¹⁷ , W ¹ , W ² , X, — , and n is as defined in WO 2017/197051 which is herein incorporated by reference in its entirety and wherein is attached to R ¹ , the ring formed by combining R ¹ and R ² , or R ¹⁷ at the site of attachment of R ¹² as defined in WO 2017/197051 such that ' takes the place of the R ¹² substituent.

[0422] In some embodiments, the present invention provides a compound of formula I, wherein DIM

(e.g., LBM) is an E3 ubiquitin ligase (cereblon) binding moiety thereby forming a compound of formula I- rr-1, 1-rr-2, 1-rr-3, or I-rr-4, respectively:

I-rr-4 or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described herein, and wherein each of the variables R ¹ , R ⁴ , R ¹⁰ , R ¹¹ , R ¹⁴ , R ¹⁶ , W ¹ , W ² , X, — , and n is as defined in

WO 2018/237026, the entirety of each of which is herein incorporated by reference, and wherein

[0423] In some embodiments, the present invention provides a compound of formula I, wherein DIM (e.g., LBM) is an E3 ubiquitin ligase (cereblon) binding moiety thereby forming a compound of formula I- ss-1 or I-ss-3, respectively: or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described herein, and wherein each of the variables R ¹ , R ¹⁴ , and R ¹⁶ is as defined in WO 2018/237026, the entirety of each of which is herein incorporated by reference, and wherein is attached to R ¹ or R ¹⁶ at the site of attachment of R ¹² as defined in WO 2018/237026, such that takes the place of the R ¹² substituent.

[0424] In certain embodiments, the present invention provides a compound of formula I, wherein DIM (e.g., LBM) is an E3 ubiquitin ligase (cereblon) binding moiety thereby forming a compound of formula I- tt-1, I-tt-2, I-tt-3, 1-tt-4, 1-tt-5, I-tt-6, 1-tt-7, or I-tt-8:

I-tt-5 I-tt-6

I-tt-7 I-tt-8 or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein each of the variables Ar, R ¹ , R ² , R ³ , R ⁴ , R ⁵ , R ⁶ , R ⁷ , R ⁸ , A, L, x, y, and — is as described and defined in WO 2017/161119, the entirety of each of which is herein incorporated by reference.

[0425] In certain embodiments, the present invention provides a compound of formula I, wherein DIM (e.g., LBM) is an E3 ubiquitin ligase (cereblon) binding moiety thereby forming a compound of formula I- uu:

I-UU or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein each of the variables A, B, C, W, X, Y, and Z is as described and defined in US 5,721,246, the entirety of each of which is herein incorporated by reference.

[0426] In certain embodiments, the present invention provides a compound of formula I, wherein DIM (e.g., LBM) is an E3 ubiquitin ligase (cereblon) binding moiety thereby forming a compound of formula I- w: I-w or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein each of the variables R ₁ , R ₂ , and n is as described and defined in WO

2019/043214, the entirety of each of which is herein incorporated by reference.

[0427] In some embodiments, LBM is a IAP E3 Ubiquitin ligase binding moiety recited in

Varfolomeev, E. et al., IAP Antagonists Induce Autoubiquitination of c-lAPs, NF-KB activation, and TNFa-

Dependent Apoptosis, Cell, 2007, 131(4): 669-81, such as, for example:

BV6 wherein is attached to a modifiable carbon, oxygen, nitrogen or sulfur atom.

[0428] In certain embodiments, the present invention provides a compound of Formula I, wherein

DIM (e.g., LBM) is a VEIL E3 ubiquitin ligase binding moiety thereby forming a compound of formula I- ww-1, I-ww-2, 1-ww-3, 1-ww-4, or I-ww-5 respectively:

I-ww-5 or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein each of the variables R ¹ , R ² , R ³ ’, X, and X’ is as defined and described in WO 2013/106643 and US 2014/0356322, the entirety of each of which is herein incorporated by reference.

[0429] In certain embodiments, the present invention provides a compound of Formula I, wherein DIM (e.g., LBM) is a VHL E3 ubiquitin ligase binding moiety thereby forming a compound of formula I- xx-1, 1-xx-2, 1-xx-3, 1-xx-4, 1-xx-5 or I-xx-6 respectively:

I-xx-1 I-xx-2

I-xx-5 I-xx-6 or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein each of the variables R ¹ , R ² , R ³ ’, R5, Re, R7, R% R ₁₀ , R11, R14, R15, Rie, Rn, R ₂ 3, R ₂ 5, E, G, M, X, X’, Y, Zi, Z2, Z3, Z4, and 0 is as defined and described in WO 2016/149668 and US 2016/0272639, the entirety of each of which is herein incorporated by reference.

[0430] As used herein, depiction of brackets around any LBM means that the moiety is covalently attached to said LBM at any available modifiable carbon, nitrogen, oxygen, or sulfur atom. For purposes of clarity and by way of example, such available modifiable carbon, nitrogen, oxygen, or sulfur atoms in the following LBM compound structure are depicted below, wherein each wavy bond defines the point of attachment to said

[0431] In certain embodiments, the present invention provides a compound of Formula I, wherein

DIM (e.g., LBM) is a VHL E3 ubiquitin ligase binding moiety thereby forming a compound of formula I- yy-1, 1-yy-2, or I-yy-3 respectively:

i-yy-3 or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein each of the variables R ^F , R9, R ₁₀ , R11, Rua, Ri4b, R15, Rie, W ³ , W ⁴ , W ⁵ , X ¹ , X ² , and 0 is as defined and described in WO 2016/118666 and US 2016/0214972, the entirety of each of which is herein incorporated by reference.

[0432] In certain embodiments, the present invention provides a compound of Formula I, wherein DIM (e.g., LBM) is a CRBN or VHL E3 ubiquitin ligase binding moiety thereby forming a compound of formula I-zz-1, 1-zz-2, I-zz-3, 1-zz-4, 1-zz-5, 1-zz-6, or I-zz-7 respectively:

I-zz-3

I-zz-7 or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein each of the variables A ¹ , A ² , A ³ , R ⁵ , G and Z is as defined and described in WO 2017/176958.

[0433] In certain embodiments, the present invention provides a compound of Formula I, wherein DIM (e.g., LBM) is a CRBN E3 ubiquitin ligase binding moiety thereby forming a compound of formula I-zz ^† -l, I-zz"-l, I-zz ^† -2, I-zz ^† -2, 1-zz ^† -3, l-zz"-3, l-zz ^† -4, l-zz ^{† †} -4, 1-zz ^† -7 or l-zz"-7 respectively: l-zz ^† -7 l-zz"-7 or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein each of the variables A ¹ , A ² , A ³ , R ⁵ , G and Z is as defined and described in WO 2017/176958, the entirety of which is herein incorporated by reference. [0434] In certain embodiments, the present invention provides a compound of Formula I, wherein DIM (e.g., LBM) is a MDM2 (i.e. human double minute 2 or HDM2) E3 ligase binding moiety thereby forming a compound of formula I-aaa-1, 1-aaa-2, 1-aaa-3, 1-aaa-4, 1-aaa-5, 1-aaa-6, 1-aaa-7, 1-aaa-8, 1- aaa-9, I-aaa-10, I-aaa-11, I-aaa-12, I-aaa-13, I-aaa-14, I-aaa-15, I-aaa-16, I-aaa-17, or I-aaa-18 respectively:

I-aaa-17 I-aaa-18 or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein each of the variables R ₁ , R ₂ , Ra, R4, R ₅ , Re, R7, Rs, Re, R ₁₀ , Ri 1, R12, R ₁₀ ’, Rm, R12’, R ₁ ”, A, A’, A”, X, Y, and Z is as defined and described in WO 2017/011371 and US 2017/0008904, the entirety of each of which is herein incorporated by reference.

[0435] In certain embodiments, the present invention provides a compound of Formula I, wherein DIM (e.g., LBM) is a MDM2 (i.e. human double minute 2 or HDM2) E3 ligase binding moiety thereby forming a compound of formula I-aaa-19, 1-aaa-20, or I-aaa-21 respectively or a pharmaceutically acceptable salt thereof, wherein each of the variables R ^12c , R ^12d , R ¹³ , R ¹⁷ , R ^lxb , R ^18c , R ^lxd , A ⁵ , A ⁶ , A ⁷ , Q ¹ , and Ar is as defined and described in WO 2017/176957 and US2019/127387.

[0436] In certain embodiments, the present invention provides a compound of Formula I, wherein DIM (e.g., LBM) is an IAP E3 ubiquitin ligase binding moiety thereby forming a compound of formula I- bbb-1, 1-bbb-2, 1-bbb-3, or I-bbb-4 respectively:

I-bbb-2

I-bbb-4 or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein each of the variables R ¹ , R ² , R ³ , R ⁴ , R ⁵ , R ⁶ , and R ⁷ , is as defined and described in WO 2017/011590 and US 2017/0037004, the entirety of each of which is herein incorporated by reference.

[0437] In certain embodiments, the present invention provides a compound of Formula I, wherein DIM (e.g., LBM) is an E3 ubiquitin ligase (cereblon) binding moiety, a DCAF15 E3 ubiquitin ligase binding moiety, or a VHL E3 ubiquitin ligase binding moiety; thereby forming a compound of formula I-ccc-1, 1- ccc-2, or I-ccc-3:

I-ccc-2

I-ccc-3 or a pharmaceutically acceptable salt thereof, wherein L and CBM is as defined above and described in embodiments herein, and wherein: each of X ¹ , X ^2a , and X ^3a is independently a bivalent moiety selected from a covalent bond, -CH ₂ -, -C(O)- each of X ^4a and X ^5a is independently a bivalent moiety selected from -CH ₂ -, -C(O)-, -C(S)-, or

R ¹ is hydrogen, deuterium, halogen, -CN, -OR, -SR, -S(O)R, -S(O) ₂ R, -NR ₂ , or an optionally substituted C _1-4 aliphatic; each of R ² , R ^3b , and R ^4a is independently hydrogen, -R ⁶ , halogen, -CN, -NO ₂ , -OR, -SR, -NR ₂ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)NR ₂ ,

-C(O)N(R)OR, -OC(O)R, -OC(O)NR ₂ , -N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)NR ₂ , or -N(R)S(O) ₂ R;

R ^5a is hydrogen or C _1-6 aliphatic; each R ⁶ is independently an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic ring having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur;

Ring A ^a is a fused ring selected from 6-membered aryl containing 0-2 nitrogen atoms, 5 to 7-membered partially saturated carbocyclyl, 5 to 7-membered partially saturated heterocyclyl with 1-2 heteroatoms independently selected from nitrogen, oxygen or sulfur, or 5 -membered heteroaryl with 1 -3 heteroatoms independently selected from nitrogen, oxygen or sulfur;

Ring B ^a is selected from 6-membered aryl containing 0-2 nitrogen atoms or a 8-10 membered bicyclic heteroaryl having 1-5 heteroatoms independently selected from nitrogen, oxygen, or sulfur;

Ring C ^a is a selected from 6-membered aryl containing 0-2 nitrogen atoms or a 5 -membered heteroaryl with 1-3 heteroatoms independently selected from nitrogen, oxygen or sulfur; m is 0, 1, 2, 3 or 4; o is 0, 1 , 2, 3 or 4; q is 0, 1 , 2, 3 or 4; and each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: two R groups on the same nitrogen are optionally taken together with then intervening atoms to form a 4-7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the nitrogen, independently selected from nitrogen, oxygen, and sulfur.

[0438] In certain embodiments, the present invention provides a compound of Formula I-ccc-1, wherein DIM (e.g., LBM) is an E3 ubiquitin ligase (cereblon) binding moiety thereby forming a compound of formula I-ccc ^† -l or I-ccc"-l: l-ccc ^{† †} -l or a pharmaceutically acceptable salt thereof, wherein CBM, L, Ring A ^a , X ¹ , X ^2a , X ^3a , R ¹ , R ² and m are as described above.

[0439] As defined above and described herein, each of X ¹ , X ^2a , and X ^3a is independently a bivalent moiety selected from a covalent bond, -CH ₂ -, -C(O)-, -C(S)-, [0440] In some embodiments, X ¹ is a covalent bond, -CH ₂ -, -C(O)-, -C(S)-, or

[0441] In some embodiments, X ¹ is selected from those depicted in Table 1, below.

[0442] In some embodiments, X ^2a is a covalent bond, -CH ₂ -, -C(O)-, -C(S)-, or

[0443] In some embodiments, X ^2a is selected from those depicted in Table 1, below.

[0444] In some embodiments, X ^3a is a covalent bond, -CH ₂ -, -C(O)-, -C(S)-, or .

[0445] In some embodiments, X ^3a is selected from those depicted in Table 1, below.

[0446] As defined above and described herein, each of X ⁴ and X ⁵ is independently a bivalent moiety selected from

[0447] In some embodiments,

[0448] In some embodiments, X ^4a is selected from those depicted in Table 1, below.

[0449] In some embodiments,

[0450] In some embodiments, X ^5a is selected from those depicted in Table 1, below.

[0451] As defined above and described herein, R ¹ is hydrogen, deuterium, halogen, -CN, -OR, -SR,

-S(O)R, -S(O) ₂ R, -NR ₂ , or an optionally substituted C _1-4 aliphatic.

[0452] In some embodiments, R ¹ is hydrogen, deuterium, halogen, -CN, -OR, -SR, -S(O)R, -S(O) ₂ R, -NR ₂ , or an optionally substituted C _1-4 aliphatic.

[0453] In some embodiments, R ¹ is selected from those depicted in Table 1, below.

[0454] As defined above and described herein, each of R ² , R ^3b , and R ^4a is independently hydrogen, -

R ⁶ , halogen, -CN, -NO ₂ , -OR, -SR, -NR ₂ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR, -

C(O)NR ₂ , -C(O)N(R)OR, -OC(O)R, -OC(O)NR ₂ , -N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)NR ₂ , or - N(R)S(O) ₂ R.

[0455] In some embodiments, R ² is hydrogen, -R ⁶ , halogen, -CN, -NO ₂ , -OR, - SR, -NR ₂ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR,

C(O)NR ₂ , -C(O)N(R)OR, -OC(O)R, -OC(O)NR ₂ , -N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)NR ₂ , or - N(R)S(O) ₂ R.

[0456] In some embodiments, R ² is selected from those depicted in Table 1, below.

[0457] In some embodiments, R ^3b is hydrogen, -R ⁶ , halogen, -CN, -NO ₂ , -OR, -

SR, -NR ₂ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR,

C(O)NR ₂ , -C(O)N(R)OR, -OC(O)R, -OC(O)NR ₂ , -N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)NR ₂ , or - N(R)S(O) ₂ R.

[0458] In some embodiments, R ^3b is methyl.

[0459] In some embodiments, R ^3b is selected from those depicted in Table 1, below.

[0460] In some embodiments, R ^4a is hydrogen, -R ⁶ , halogen, -CN, -NO ₂ , -OR, - SR, -NR ₂ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR,

C(O)NR ₂ , -C(O)N(R)OR, -OC(O)R, -OC(O)NR ₂ , -N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)NR ₂ , or - N(R)S(O) ₂ R.

[0461] In some embodiments, R ^4a is methyl.

[0462] In some embodiments, R ^4a is selected from those depicted in Table 1, below.

[0463] As defined above and described herein, R ^5a is hydrogen or C _1-6 aliphatic.

[0464] In some embodiments, R ^5a is t-butyl.

[0465] In some embodiments, R ^5a is selected from those depicted in Table 1, below.

[0466] As defined above and described herein, each R ⁶ is independently an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic ring having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur.

[0467] In some embodiments, R ⁶ is an optionally substituted C _1-6 aliphatic group. In some embodiments, R ⁶ is an optionally substituted phenyl. In some embodiments, R ⁶ is an optionally substituted 4-7 membered saturated or partially unsaturated heterocyclic ring having 1 -2 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, R ⁶ is an optionally substituted 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur.

[0468] In some embodiments, R ⁶ is selected from those depicted in Table 1, below.

[0469] As defined above and described herein, Ring A ^a is a fused ring selected from 6-membered aryl containing 0-2 nitrogen atoms, 5 to 7-membered partially saturated carbocyclyl, 5 to 7-membered partially saturated heterocyclyl with 1-2 heteroatoms independently selected from nitrogen, oxygen or sulfur, or 5- membered heteroaryl with 1 -3 heteroatoms independently selected from nitrogen, oxygen or sulfur.

[0470] In some embodiments Ring A ^a is a fused 6-membered aryl containing 0-2 nitrogen atoms. In some embodiments Ring A ^a is a fused 5 to 7-membered partially saturated carbocyclyl. In some embodiments Ring A ^a is a fused 5 to 7-membered partially saturated heterocyclyl with 1-2 heteroatoms independently selected from nitrogen, oxygen or sulfur. In some embodiments Ring A ^a is a fused 5- membered heteroaryl with 1 -3 heteroatoms independently selected from nitrogen, oxygen or sulfur.

[0471] In some embodiments, Ring A ^a is a fused phenyl.

[0472] In some embodiments, Ring A ^a is selected from those depicted in Table 1, below.

[0473] As defined above and described herein, Ring B ^a is selected from 6-membered aryl containing 0-2 nitrogen atoms or a 8-10 membered bicyclic heteroaryl having 1-5 heteroatoms independently selected from nitrogen, oxygen, or sulfur.

[0474] In some embodiments, Ring B ^a is a 6-membered aryl containing 0-2 nitrogen atoms. In some embodiments, Ring B ^a is a 8-10 membered bicyclic heteroaryl having 1-5 heteroatoms independently selected from nitrogen, oxygen, or sulfur.

[0475] In some embodiments, Ring

[0476] In some embodiments, Ring B ^a is selected from those depicted in Table 1, below.

[0477] As defined above and described herein, Ring C ^a is selected from 6-membered aryl containing 0-2 nitrogen atoms or a 5-membered heteroaryl with 1-3 heteroatoms independently selected from nitrogen, oxygen or sulfur.

[0478] In some embodiments, Ring C ^a is a 6-membered aryl containing 0-2 nitrogen atoms. In some embodiments, Ring C ^a is a 5-membered heteroaryl with 1-3 heteroatoms independently selected from nitrogen, oxygen or sulfur.

[0479] In some embodiments, Ring

[0480] In some embodiments, Ring C ^a is selected from those depicted in Table 1, below.

[0481] As defined above and described herein, m is 0, 1, 2, 3 or 4.

[0482] In some embodiments, m is 0. In some embodiments, m is 1. In some embodiments, m is 2.

In some embodiments, m is 3. In some embodiments, m is 4.

[0483] In some embodiments, m is selected from those depicted in Table 1, below. [0484] In some embodiments, o is selected from those depicted in Table 1, below.

[0485] As defined above and described herein, o is 0, 1, 2, 3 or 4.

[0486] In some embodiments, o is 0. In some embodiments, o is 1. In some embodiments, o is 2. In some embodiments, o is 3. In some embodiments, o is 4.

[0487] In some embodiments, o is selected from those depicted in Table 1, below.

[0488] As defined above and described herein, q is 0, 1, 2, 3 or 4.

[0489] In some embodiments, q is 0. In some embodiments, q is 1. In some embodiments, q is 2. In some embodiments, q is 3. In some embodiments, q is 4.

[0490] In some embodiments, q is selected from those depicted in Table 1, below.

[0491] As defined above and described herein, each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: two R groups on the same nitrogen are optionally taken together with their intervening atoms to form a 4-7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the nitrogen, independently selected from nitrogen, oxygen, and sulfur.

[0492] In some embodiments, R is hydrogen. In some embodiments, R is phenyl. In some embodiments, R is a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, R is a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, two R groups on the same nitrogen are optionally taken together with their intervening atoms to form a 4-7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the nitrogen, independently selected from nitrogen, oxygen, and sulfur.

[0493] In some embodiments, R is selected from those depicted in Table 1, below.

[0494] In certain embodiments, the present invention provides a compound of formula I, wherein DIM (e.g., LBM) is a VHL binding moiety thereby forming a compound of formula I-ddd:

I-ddd or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein each of the variables Rg, R ₁₀ , Ri i, Ri4a, and R15 is as described and defined in WO 2017/030814, WO 2016/118666, and US 2017/0327469, the entirety of each of which is herein incorporated by reference.

[0495] In certain embodiments, the present invention provides a compound of formula I, wherein DIM

(e.g., LBM) is a VHL binding moiety thereby forming a compound of formula I-eee-1 or I-eee-2:

I-eee-2 or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein each of the variables X, W, Rg, R ₁₀ , Rn, Rua, and Rub, R15, R ¹⁶ , and o is as described and defined in WO 2017/030814, WO 2016/118666, and US 2017/0327469, the entirety of each of which is herein incorporated by reference.

[0496] In certain embodiments, the present invention provides a compound of formula I, wherein DIM (e.g., LBM) is an IAP binding moiety thereby forming a compound of formula I-fff:

I-fff or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein each of the variables W, Y, Z, R ¹ , R ² , R ³ , R ⁴ , and R ⁵ is as described and defined in WO 2014/044622, US 2015/0225449. WO 2015/071393, and US 2016/0272596, the entirety of each of which is herein incorporated by reference.

[0497] In certain embodiments, the present invention provides a compound of formula I, wherein DIM (e.g., LBM) is a MDM2 binding moiety thereby forming a compound of formula I-ggg: or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, as described and defined in Hines, J. et al., Cancer Res. (DOI: 10.1158/0008- 5472.CAN- 18-2918), the entirety of each of which is herein incorporated by reference.

[0498] In certain embodiments, the present invention provides a compound of formula I, wherein DIM (e.g., LBM) is a DCAF16 binding moiety thereby forming a compound of formula I-hhh:

I-hhh or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, as described and defined in Zhang, X. et al., bioRxiv (doi: https://doi.org/10.1101/443804), the entirety of each of which is herein incorporated by reference.

[0499] In certain embodiments, the present invention provides a compound of formula I, wherein DIM

(e.g., LBM) is a RNF114 binding moiety thereby forming a compound of formula I-iii: or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, as described and defined in Spradin, J.N. et al., bioRxiv (doi: https://doi.org/10.1101/436998), the entirety of each of which is herein incorporated by reference.

[0500] In certain embodiments, the present invention provides a compound of formula I, wherein DIM (e.g., LBM) is a RNF4 binding moiety thereby forming a compound of formula I-jjj:

I-jjj or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, as described and defined in Ward, C.C., et al., bioRxiv (doi: https://doi.org/10.1101/439125), the entirety of each of which is herein incorporated by reference.

[0501] In certain embodiments, the present invention provides a compound of formula I, wherein DIM (e.g., LBM) is a VHL binding moiety thereby forming a compound of formula I-nnn-1 or I-nnn-2:

I-nnn-2 or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein each of the variables R ¹ , R ² , R ³ , X, and Y is as defined and described in WO 2019/084026, the entirety of each of which is herein incorporated by reference.

[0502] In certain embodiments, the present invention provides a compound of formula I, wherein DIM

(e.g., LBM) is a VHL binding moiety thereby forming a compound of formula I-ooo-l or I-OOO-2:

I-OOO-l

I-ooo-2 or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein each of the variables R ¹ , R ³ , and Y is as defined and described in WO 2019/084030, the entirety of each of which is herein incorporated by reference.

[0503] In certain embodiments, the present invention provides a compound of formula I, wherein DIM (e.g., LBM) is a E3 ubiquitin ligase (cereblon) binding moiety thereby forming a compound of formula I- ppp-1, I-ppp-2, I-ppp-3, or I-ppp-4:

I-ppp-3

I-ppp-4 or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described herein, and wherein each of the variables R ⁴ , R ¹⁰ , R ¹¹ , R ¹⁵ , R ¹⁶ , R ¹⁷ , W ¹ , W ² , and X is as defined in WO

2019/099868 which is herein incorporated by reference in its entirety, and wherein is attached to R ¹⁷ or R ¹⁶ at the site of attachment of R ¹² as defined in WO 2018/237026, such that takes the place of the R ¹² substituent.

[0504] some embodiments, , some embodiments, LBM In some embodiments, LBM is

some embodiments, LBM is In some embodiments, LBM is , some embodiments, LBM is In some embodiments, LBM is , In some embodiments, In some embodiments, LBM is ,

[0505] In certain embodiments, the present invention provides a compound of formula I, wherein DIM

(e.g., LBM) is a CRBN E3 ubiquitin ligase binding moiety thereby forming a compound of formula I-qqq:

I-qqq or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, wherein: each X ¹ is independently

X ² and X ³ are independently

Z ¹ and Z ² are independently a carbon atom or a nitrogen atom;

Ring A is a fused ring selected from benzo, a 4-6 membered saturated or partially unsaturated carbocyclic or heterocyclic ring having 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur;

L ¹ is a covalent bond or a C1-3 bivalent straight or branched saturated or unsaturated hydrocarbon chain wherein 1-2 methylene units of the chain are independently and optionally replaced with -O-, -S-, -C(O)-, -C(S)-, -CR ₂ -, -CRF-, -CF2-, -NR-, or -S(O) ₂ -; each R ¹ is independently selected from hydrogen, deuterium, R ⁴ , halogen, -CN, -NO ₂ , -OR, - SR, -NR ₂ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -CF ₂ R, -CR ₂ F, -CF ₃ , -CR ₂ (OR), - CR ₂ (NR ₂ ), -C(O)R, -C(O)OR, -C(O)NR ₂ , -C(O)N(R)OR, -OC(O)R, -OC(O)NR ₂ , -C(S)NR ₂ , - N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)NR ₂ , -N(R)S(O) ₂ R, -OP(O)R ₂ , -OP(O)(OR) ₂ , -

OP(O)(OR)NR ₂ , -OP(O)(NR ₂ ) ₂ , -Si(OR)R ₂ , and -SiR ₃ ; or two R ¹ groups are optionally taken together to form an optionally substituted 5-8 membered partially unsaturated or aryl fused ring having 0-2 heteroatoms independently selected from nitrogen, oxygen, or sulfur; each R is independently selected from hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1 -2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: two R groups on the same carbon or nitrogen are optionally taken together with their intervening atoms to form an optionally substituted 4-7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the carbon or nitrogen, independently selected from nitrogen, oxygen, and sulfur;

R ² is selected from or hydrogen;

Ring B is phenyl, a 4-10 membered saturated or partially unsaturated mono- or bicyclic carbocyclic or heterocyclic ring having 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, wherein Ring B is further optionally substituted with 1-2 oxo groups; each R ³ is independently selected from hydrogen, deuterium, R ⁴ , halogen, -CN, -NO ₂ , -OR, - SR, -NR ₂ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -CF ₂ R, -CF ₃ , -CR ₂ (OR), -CR ₂ (NR ₂ ), -C(O)R, -C(O)OR, - C(O)NR ₂ , -C(O)N(R)OR, -OC(O)R, -OC(O)NR ₂ , -N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)NR ₂ , - N(R)S(O) ₂ R, -OP(O)R ₂ , -OP(O)(OR) ₂ , -OP(O)(OR)NR ₂ , -OP(O)(NR ₂ ) ₂ , and -SiR ₃ ; each R ⁴ is independently selected from an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic ring having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur;

¹²²² is a single or double bond; m is 0, 1, 2, 3 or 4; n is 0, 1 , 2, 3 or 4; and o is 0, 1, or 2.

[0506] As defined above and described herein each X ¹ is independently a covalent bond, -CH ₂ -, -O-, -

[0507] In some embodiments, X ¹ is a covalent bond. In some embodiments, X ¹ is -CH ₂ -. In some embodiments, X ¹ is -O-. In some embodiments, X ¹ is -NR-. In some embodiments, X ¹ is -CF2-. In some embodiments, X ¹ is . In some embodiments, X ¹ is -C(O)-. In some embodiments, X ¹ is -C(S)-. In some embodiments,

[0508] In certain embodiments, X ¹ is selected from those shown in the compounds of Table 1.

[0509] As defined above and described herein, X ² and X ³ are independently -CH ₂ -, -C(O)-, -C(S)-, or

[0510] In some embodiments, X ² and X ³ are independently -CH ₂ -. In some embodiments, X ² and X ³ are independently -C(O)-. In some embodiments, X ² and X ³ are independently -C(S)-. In some embodiments, X ² and X ³ are independently .

[0511] In certain embodiments, X ² and X ³ are independently selected from those shown in the compounds of Table 1.

[0512] As defined above and described herein, X ⁴ is a covalent bond, -CH ₂ -, -CR ₂ -, -O-, -NR-, -CF2-,

[0513] As define above and described herein, Z ¹ and Z ² are independently a carbon atom or a nitrogen atom.

[0514] In some embodiments, Z ¹ and Z ² are independently a carbon atom. In some embodiments, Z ¹ and Z ² are independently a carbon atom.

[0515] In certain embodiments, Z ¹ and Z ² are independently selected from those shown in the compounds of Table 1.

[0516] As defined above and described herein, Ring A is fused ring selected from benzo or a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur.

[0517] In some embodiments, Ring A is benzo. In some embodiments, Ring A is a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur.

[0518] In certain embodiments, Ring A is selected from those shown in the compounds of Table 1.

[0519] As defined above and described herein, L ¹ is a covalent bond or a C1-3 bivalent straight or branched saturated or unsaturated hydrocarbon chain wherein 1-2 methylene units of the chain are independently and optionally replaced with -O-, -S-, -C(O)-, -C(S)-, -CR ₂ -, -CRF-, -CF2-, -NR-, or -S(O) ₂ -

[0520] In some embodiments, L ¹ is a covalent bond. In some embodiments, L ¹ is a C1-3 bivalent straight or branched saturated or unsaturated hydrocarbon chain wherein 1 -2 methylene units of the chain are independently and optionally replaced with -O-, -S-, -C(O)-, -C(S)-, -CR ₂ -, -CRF-, -CF ₂ -, -NR-, or - S(O) ₂ -.

[0521] In some embodiments, L ¹ is -C(O)-.

[0522] In certain embodiments, L ¹ is selected from those shown in the compounds of Table 1.

[0523] As defined above and described herein, each R ¹ is independently selected from hydrogen, deuterium, R ⁴ , halogen, -CN, -NO ₂ , -OR, -SR, -NR ₂ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -CF ₂ R, -CF ₃ , -CR ₂ (OR), -CR ₂ (NR ₂ ), -C(O)R, -C(O)OR, -C(O)NR ₂ , -C(O)N(R)OR, -OC(O)R, -OC(O)NR ₂ , -C(S)NR ₂ , - N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)NR ₂ , -N(R)S(O) ₂ R, -OP(O)R ₂ , -OP(O)(OR) ₂ , -OP(O)(OR)NR ₂ , - OP(O)(NR ₂ ) ₂ , -Si(OR)R ₂ , and -Si Rs, or two R ¹ groups are optionally taken together to form an optionally substituted 5-8 membered partially unsaturated or aiyl fused ring having 0-2 heteroatoms independently selected from nitrogen, oxygen, or sulfur.

[0524] In some embodiments, R ¹ is hydrogen. In some embodiments, R ¹ is deuterium. In some embodiments, R ¹ is R ⁴ . In some embodiments, R ¹ is halogen. In some embodiments, R ¹ is -CN. In some embodiments, R ¹ is -NO ₂ . In some embodiments, R ¹ is -OR. In some embodiments, R ¹ is -SR. In some embodiments, R ¹ is -NR ₂ . In some embodiments, R ¹ is -S(O) ₂ R. In some embodiments, R ¹ is -S(O) ₂ NR ₂ . In some embodiments, R ¹ is -S(O)R. In some embodiments, R ¹ is -CF ₂ R. In some embodiments, R ¹ is - CF ₃ . In some embodiments, R ¹ is -CR ₂ (OR). In some embodiments, R ¹ is -CR ₂ (NR ₂ ). In some embodiments, R ¹ is -C(O)R. In some embodiments, R ¹ is -C(O)OR. In some embodiments, R ¹ is - C(O)NR ₂ . In some embodiments, R ¹ is -C(O)N(R)OR. In some embodiments, R ¹ is -OC(O)R. In some embodiments, R ¹ is -OC(O)NR ₂ . In some embodiments, R ¹ is -C(S)NR ₂ . In some embodiments, R ¹ is - N(R)C(O)OR. In some embodiments, R ¹ is -N(R)C(O)R. In some embodiments, R ¹ is -N(R)C(O)NR ₂ . In some embodiments, R ¹ is -N(R)S(O) ₂ R. In some embodiments, R ¹ is -OP(O)R ₂ . In some embodiments, R ¹ is -OP(O)(OR) ₂ ,. In some embodiments, R ¹ is -OP(O)(OR)NR ₂ . In some embodiments, R ¹ is - OP(O)(NR ₂ ) ₂ . In some embodiments, R ¹ is -Si(OR)R ₂ . In some embodiments, R ¹ is -SiRa. In some embodiments, two R ¹ groups are optionally taken together to form an optionally substituted 5-8 membered partially unsaturated or aryl fused ring having 0-2 heteroatoms independently selected from nitrogen, oxygen, or sulfur.

[0525] In certain embodiments, each R ¹ is independently selected from those shown in the compounds of Table 1.

[0526] As defined above and described here, each R is independently selected from hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or two R groups on the same carbon or nitrogen are optionally taken together with their intervening atoms to form an optionally substituted 4-7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the carbon or nitrogen, independently selected from nitrogen, oxygen, and sulfur.

[0527] In some embodiments, R is hydrogen. In some embodiments, R is an optionally substituted C _1- 6 aliphatic. In some embodiments, R is an optionally substituted phenyl. In some embodiments, R is an optionally substituted 4-7 membered saturated or partially unsaturated heterocyclic having 1 -2 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, R is an optionally substituted a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, two R groups on the same carbon or nitrogen are optionally taken together with their intervening atoms to form an optionally substituted 4-7 membered saturated, partially unsaturated, or heteroaiyl ring having 0-3 heteroatoms, in addition to the carbon or nitrogen, independently selected from nitrogen, oxygen, and sulfur.

[0528] As defined above and described herein, R ² is selected from or hydrogen. [0529] In some embodiment R ² is . In some embodiments, R ² is hydrogen.

[0530] In certain embodiments, R ² is selected from those shown in the compounds of Table 1.

[0531] As defined above and described herein, Ring B is phenyl, a 4-10 membered saturated or partially unsaturated mono- or bicyclic carbocyclic or heterocyclic ring having 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, wherein Ring B is further optionally substituted with 1-2 oxo groups.

[0532] In some embodiments, Ring B is phenyl. In some embodiments, Ring B is a 4-10 membered saturated or partially unsaturated mono- or bicyclic carbocyclic or heterocyclic ring having 1 -3 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, Ring B is a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, Ring B is further optionally substituted with 1-2 oxo groups.

[0533] In certain embodiments, Ring B is selected from those shown in the compounds of Table 1.

[0534] As defined above and described herein, each R ³ is independently selected from hydrogen, deuterium, R ⁴ , halogen, -CN, -NO ₂ , -OR, -SR, -NR ₂ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -CF ₂ R, -CF ₃ , -CR ₂ (OR), -CR ₂ (NR ₂ ), -C(O)R, -C(O)OR, -C(O)NR ₂ , -C(O)N(R)OR, -OC(O)R, -OC(O)NR ₂ , -

N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)NR ₂ , -N(R)S(O) ₂ R, -OP(O)R ₂ , -OP(O)(OR) ₂ , -OP(O)(OR)NR ₂ , - OP(O)(NR ₂ ) ₂ , and -SiR ₃ .

[0535] In some embodiments, R ³ is hydrogen. In some embodiments, R ³ is deuterium. In some embodiments, R ³ is R ⁴ . In some embodiments, R ³ is halogen. In some embodiments, R ³ is -CN. In some embodiments, R ³ is -NO ₂ . In some embodiments, R ³ is -OR. In some embodiments, R ³ is -SR. In some embodiments, R ³ is -NR ₂ . In some embodiments, R ³ is -S(O) ₂ R. In some embodiments, R ³ is -S(O) ₂ NR ₂ . In some embodiments, R ³ is -S(O)R. In some embodiments, R ³ is -CF ₂ R. In some embodiments, R ³ is - CF ₃ . In some embodiments, R ³ is -CR ₂ (OR). In some embodiments, R ³ is -CR ₂ (NR ₂ ). In some embodiments, R ³ is -C(O)R. In some embodiments, R ³ is -C(O)OR. In some embodiments, R ³ is - C(O)NR ₂ . In some embodiments, R ³ is -C(O)N(R)OR. In some embodiments, R ³ is -OC(O)R. In some embodiments, R ³ is -OC(O)NR ₂ . In some embodiments, R ³ is -N(R)C(O)OR. In some embodiments, R ³ is -N(R)C(O)R. In some embodiments, R ³ is -N(R)C(O)NR ₂ . In some embodiments, R ³ is -N(R)S(O) ₂ R. In some embodiments, R ³ is -OP(O)R ₂ . In some embodiments, R ³ is -OP(O)(OR) ₂ . In some embodiments, R ³ is -OP(O)(OR)NR ₂ . In some embodiments, R ³ is -OP(O)(NR ₂ ) ₂ . In some embodiments, R ³ is -SiR ₃ . [0536] In certain embodiments, R ³ is selected from those shown in the compounds of Table 1.

[0537] As defined above and described herein, each R ⁴ is independently an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic ring having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur.

[0538] In some embodiments, R ⁴ is an optionally substituted C _1-6 aliphatic. In some embodiments, R ⁴ is an optionally substituted phenyl. In some embodiments, R ⁴ is an optionally substituted 4-7 membered saturated or partially unsaturated heterocyclic ring having 1 -2 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, R ⁴ is an optionally substituted 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur.

[0539] In certain embodiments, R ⁴ is selected from those shown in the compounds of Table 1.

[0540] As defined above and described herein, ¹²²² is a single or double bond.

[0541] In some embodiments, ²²²² is a single bond. In some embodiments, ²²²² is a double bond.

[0542] In certain embodiments, ²²²² is selected from those shown in the compounds of Table 1.

[0543] As defined above and described herein, m is 0, 1, 2, 3 or 4.

[0544] In some embodiments, m is 0. In some embodiments, m is 1. In some embodiments, m is 2.

In some embodiments, m is 3. In some embodiments, m is 4.

[0545] In certain embodiments, m is selected from those shown in the compounds of Table 1.

[0546] As defined above and described herein, n is 0, 1, 2, 3 or 4.

[0547] In some embodiments, n is 0. In some embodiments, n is 1. In some embodiments, n is 2. In some embodiments, n is 3. In some embodiments, n is 4.

[0548] In certain embodiments, n is selected from those shown in the compounds of Table 1.

[0549] As defined above and described herein, o is 0, 1, or 2.

[0550] In some embodiments, n is 0. In some embodiments, n is 1. In some embodiments, m is 2.

[0551] In certain embodiments, o is selected from those shown in the compounds of Table 1.

[0552] In some embodiments, the present invention provides a compound of formula I-qqq, wherein

Ring A is benzo, o is 1, X ¹ is -CH ₂ -, X ² and X ³ are -C(O)-, and Z ¹ and Z ² are carbon atoms as shown, to provide a compound of formula I-qqq-1: or a pharmaceutically acceptable salt thereof, wherein each of CBM, L, L ¹ , R ¹ , R ² , and m is as defined above and described in embodiments herein, both singly and in combination.

[0553] In some embodiments, the present invention provides a compound of formula I-qqq, wherein Ring A is benzo, o is 1, X ¹ , X ² and X ³ are -C(O)-, and Z ¹ and Z ² are carbon atoms as shown, to provide a compound of formula I-qqq-12:

I-qqq-12 or a pharmaceutically acceptable salt thereof, wherein each of CBM, L, L ¹ , R ¹ , R ² , and m is as defined above and described in embodiments herein, both singly and in combination.

[0554] In some embodiments, LBM is In some embodiments, LBM is

[0555] In some embodiments, LBM is selected from those in Table 1, below.

[0556] In certain embodiments, the present invention provides a compound of formula I, wherein DIM

(e.g., LBM) is a RPN13 binding moiety thereby forming a compound of formula I-rrr:

I-rrr or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein each of the variables A, Y, and Z is as described and defined in WO 2019/165229, the entirety of each of which is herein incorporated by reference.

[0557] In certain embodiments, the present invention provides a compound of formula I, wherein DIM (e.g., LBM) is a Ubrl binding moiety as described in Shanmugasundaram, K. et al, J. Bio. Chem. 2019, doi: 10. 1074/jbc.ACl 19.010790, the entirety of each of which is herein incorporated by reference, thereby forming a compound of formula I-sss-1 or I-sss-2:

I-sss-2 or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein.

In certain embodiments, the present invention provides a compound of formula I, wherein DIM (e.g., LBM) is a CRBN E3 ubiquitin ligase binding moiety thereby forming a compound of formula I-uuu-1, 1-uuu-2,

I-uuu-3 or I-uuu-4:

I-ttt-1 I-uuu-2

I-uuu-3 I-uuu-4 or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein each of the variables Y, A ¹ , and A ³ is as described and defined in WO 2019/236483, the entirety of each of which is herein incorporated by reference.

[0558] In certain embodiments, the present invention provides a compound of formula I, wherein DIM (e.g., LBM) is human kelch-like ECH-associated protein 1 (KEAP1) thereby forming a compound of formula I-vw:

I-wv or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, both singly and in combination.

[0559] In certain embodiments, the present invention provides a compound of formula I, wherein DIM

(e.g., LBM) is KEAP1 binding moiety as recited in Lu et al., Euro. J. Med. Chem., 2018, 146:251-9, thereby forming a compound of formula I-www:

I-www or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, both singly and in combination.

[0560] In certain embodiments, the present invention provides a compound of formula I, wherein DIM

(e.g., LBM) is KEAP1-NRF2 binding moiety thereby forming a compound of formula I-xxx or I-xxx-2:

or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein each of the variables R, R ₁ , R ₅ , and Rs is as described and defined in WO 2020/018788, the entirety of each of which is herein incorporated by reference.

[0561] In certain embodiments, the present invention provides a compound of formula I, wherein DIM (e.g., LBM) is KEAP1-NRF2 binding moiety as recited in Tong et al., "Targeted Protein Degradation via a Covalent Reversible Degrader Based on Bardoxolone", ChemRxiv 2020, thereby forming a compound of formula I-yyy-1 or I-yyy-2: i-yyy-2 or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, both singly and in combination.

DCAF1 binding moiety

[0563] In some embodiments, DIM is DBM.

[0564] In some embodiments, DBM is a DCAF 1 binding moiety.

[0565] In certain embodiments, the present invention provides a compound of formula I, wherein

DBM is a DCAF1 binding moiety of formula I-aaaaa:

I-aaaaa or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined and described herein, and wherein:

Ring E is phenyl, a 4-7 membered partially unsaturated carbocyclyl or heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or a 5-9 membered monocyclic or bicyclic heteroarylenyl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur;

Ring F is phenylenyl, a 4-10 membered partially unsaturated carbocyclylenyl or heterocyclylenyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or a 5-9 membered monocyclic or bicyclic heteroarylenyl with 1 -4 heteroatoms independently selected from nitrogen, oxygen and sulfur; Y ¹ is a C _1- 3 hydrocarbon chain wherein each methylene is optionally substituted with -CR ₂ -, -CR(OR)-, - C(O)-, -C(NR)-, -C(NOR)-, -S(O)-, or -S(O) ₂ -;

R ^a is an optionally substituted C _1-6 aliphatic or

Ring G is phenyl, a 5-7 membered saturated or partially unsaturated carbocyclyl or heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or a 5-6 membered heteroaryl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur;

R ^b is hydrogen, an optionally substituted C _1-6 aliphatic, phenyl, or a 5-6 membered heteroaryl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur, or:

R ^a and R ^b are optionally taken together with their intervening atoms to form an optionally substituted 9- 10 membered saturated or partially unsaturated bicyclic ring having 0-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: when Y ¹ is -C(NR)-, R ^b is optionally taken together with R of -C(NR)- with their intervening atoms to form a 5-7 membered partially unsaturated heterocyclyl with 0-1 heteroatoms, in addition to the 2 nitrogen atoms within the heterocyclyl, independently selected from nitrogen, oxygen, and sulfur;

R ^c is -CR ₂ CONR ₂ , a 5-7 membered saturated or partially unsaturated carbocyclyl or heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or a 5-6 membered heteroaryl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur;

R ^d is hydrogen, or: when R ^c is -CR ₂ CONR ₂ , R ^d is optionally taken together with a single R of -CR ₂ CONR ₂ with their intervening atoms to form a 5-7 membered saturated or partially unsaturated heterocyclyl with 0-3 heteroatoms, in addition to the nitrogen atom to which R ^d is attached, independently selected from nitrogen, oxygen, and sulfur; R ^e , R ^f , and R ⁸ are each independently selected from hydrogen, oxo, R ^A , halogen, -CN, -NO ₂ , -OR, - SR, -NR ₂ , -SiR ₃ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)NR ₂ , -C(O)NROR, -OC(O)R, -OC(O)NR ₂ , -OP(O)R ₂ , -OP(O)(OR) ₂ , -OP(O)(OR)NR ₂ , -OP(O)(NR ₂ ) ₂ , -NRC(O)OR, -NRC(O)R, -NRC(O)N(R) ₂ , -NRS(O) ₂ R, -NP(O)R ₂ , -NRP(O)(OR) ₂ , -NRP(O)(OR)NR ₂ , - NRP(O)(NR ₂ ) ₂ , -P(O)R ₂ , -P(O)(OR) ₂ , -P(O)(OR)NR ₂ , and -P(O)(NR ₂ ) ₂ ; each R ^A is independently an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 3-7 membered saturated or partially unsaturated carbocyclic or heterocyclic ring having 1 -2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur; each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 3-7 membered saturated or partially unsaturated carbocyclic or heterocyclic ring having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: two R groups on the same atom are optionally taken together with their intervening atoms to form an optionally substituted 3-7 membered saturated or partially unsaturated ring having 0-3 heteroatoms, in addition to the atom to which they are attached, independently selected from nitrogen, oxygen, and sulfur; s is 0 or 1; and each of e, f, and g are independently 0, 1, 2, 3, or 4; wherein DBM is further optionally substituted with wherein is a warhead group.

[0566] In certain embodiments, the present invention provides a compound of formula I, wherein DBM is a DCAF1 binding moiety of formula I-bbbbb:

I-bbbbb or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined and described herein, and wherein:

Ring H is a 3-11 membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic, or spirocyclic carbocyclyl or heterocyclyl with 1 -3 heteroatoms independently selected from nitrogen, oxygen, and sulfur:

Ring I is phenylenyl, a 3-11 membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic, or spirocyclic carbocyclylenyl or heterocyclylenyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or a 5-9 membered monocyclic or bicyclic heteroarylenyl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur;

Ring J is a 3-11 membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic, or spirocyclic carbocyclylenyl or heterocyclylenyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur;

Ring K is phenyl, naphthyl, a 9- 10 membered saturated or partially unsaturated bicyclic heterocyclylenyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or a 5-13 membered monocyclic, bicyclic, or tricyclic heteroarylenyl with 1 -5 heteroatoms independently selected from nitrogen, oxygen and sulfur;

R ^h , R ¹ , R ^J , and R ^k are each independently selected from hydrogen, oxo, R ^A , halogen, -CN, -NO ₂ , -OR, - SR, -NR ₂ , -SiR ₃ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)NR ₂ , -C(O)NROR, -OC(O)R, -OC(O)NR ₂ , -OP(O)R ₂ , -OP(O)(OR) ₂ , -OP(O)(OR)NR ₂ , -OP(O)(NR ₂ ) ₂ , -NRC(O)OR, -NRC(O)R, -NRC(O)N(R) ₂ , -NRS(O) ₂ R, -NP(O)R ₂ , -NRP(O)(OR) ₂ , -NRP(O)(OR)NR ₂ , - NRP(O)(NR ₂ ) ₂ , -P(O)R ₂ , -P(O)(OR) ₂ , -P(O)(OR)NR ₂ , and -P(O)(NR ₂ ) ₂ , or: an R ¹ group on Ring I and an R ^J group or Ring J are optionally taken together with their intervening atoms to form a 5-8 membered saturated or partially unsaturated ring having 0-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur; each R ^A is independently an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 3-7 membered saturated or partially unsaturated carbocyclic or heterocyclic ring having 1 -2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur; each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated carbocyclic or heterocyclic ring having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: two R groups on the same atom are optionally taken together with their intervening atoms to form an optionally substituted 3-7 membered saturated or partially unsaturated ring having 0-3 heteroatoms, in addition to the atom to which they are attached, independently selected from nitrogen, oxygen, and sulfur; each of X ¹ and X ² is independently a covalent bond, spiro-fusion between the two rings that X ¹ or X ² connect, -CR ₂ -, -CR(OR)-, -CRF-, -CF ₂ -, -NR-, -O-, -S-, or -S(O) ₂ -; s is 0 or 1; and each of w, x, y, and z are independently 0, 1, 2, 3, or 4; wherein DBM is further optionally substituted with wherein is a warhead group.

[0567] As described above and defined herein, Ring E is phenyl, a 4-7 membered partially unsaturated carbocyclyl or heterocyclyl with 1 -3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or a 5-9 membered monocyclic or bicyclic heteroarylenyl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur.

[0568] In some embodiments, Ring E is phenyl. In some embodiments, Ring E is a 4-7 membered partially unsaturated carbocyclyl. In some embodiments, Ring E is a 4-7 membered partially unsaturated heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, Ring E is a 5-9 membered monocyclic or bicyclic heteroarylenyl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur.

[0569] In some embodiments, Ring E is cyclobutyl, azetinyl, cyclohexyl, cyclohexenyl, tetrahydro - 2H-pyranyl, pyrrolidinyl, 4,5-dihydro-lH-pyrazolyl, piperidinyl, phenyl, isoxazolyl, isothiazolyl, pyrazolyl, pyridyl, pyridazinyl, pyrimidinyl, indolyl, benzoimidazolyl, pyrazolo[l,5-a]pyridyl, or [l,2,4]triazolo[l,5-a]pyridyl.

[0570] In some embodiments, Ring E is as depicted in the compounds of Table 3, below.

[0571] As described above and defined herein, Ring F is phenylenyl, a 4-10 membered partially unsaturated carbocyclylenyl or heterocyclylenyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or a 5-9 membered monocyclic or bicyclic heteroarylenyl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur.

[0572] In some embodiments, Ring F is phenylenyl. In some embodiments, Ring F is a 4-10 membered partially unsaturated carbocyclylenyl. In some embodiments, Ring F is a 4-10 membered partially unsaturated heterocyclylenyl with 1 -3 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, Ring F is a 5-9 membered monocyclic or bicyclic heteroarylenyl with 1 -4 heteroatoms independently selected from nitrogen, oxygen and sulfur.

[0573] In some embodiments, Ring F is cyclobutylenyl, azetinylenyl, cyclopentylenyl cyclohexyl, phenylenyl, pyrrolylenyl, imidazolylenyl, pyrazolylenyl, 1,2,3-triazolylenyl, 1,2,4-triazolylenyl, pyridylenyl, indazolyl, 1 ,2,3,6-tetrahydropyridinyl, 4,5,6,7-tetrahydro- lH-pyrazolo[4,3-b]pyridyl, benzoimidazolyl, 3,4-dihydroquinolinyl, or 4,5,6,7-tetrahydro-lH-pyrazolo[4,3-c]pyridyl.

[0574] In some embodiments, Ring F is as depicted in the compounds of Table 3, below.

[0575] As described above and defined herein, Ring G is phenyl, a 5-7 membered saturated or partially unsaturated carbocyclyl or heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or a 5-6 membered heteroaryl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur.

[0576] In some embodiments, Ring G is phenyl. In some embodiments, Ring G is a 5-7 membered saturated or partially unsaturated carbocyclyl. In some embodiments, Ring G is a 5-7 membered saturated or partially unsaturated heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, Ring G is a 5-6 membered heteroaryl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur.

[0577] In some embodiments, Ring G is cyclohexyl, cyclohexenyl, isothiazolyl, phenyl, or pyridyl. [0578] In some embodiments, Ring G is as depicted in the compounds of Table 3, below.

[0579] As described above and defined herein, Ring H is a 3-11 membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic, or spirocyclic carbocyclyl or heterocyclyl with 1 -3 heteroatoms independently selected from nitrogen, oxygen, and sulfur.

[0580] In some embodiments, Ring H is a 3-11 membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic, or spirocyclic carbocyclyl. In some embodiments, Ring H is a 3-11 membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic, or spirocyclic heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur.

[0581] In some embodiments, Ring H is cyclopropyl, cyclobutyl, azetinyl, pyrrolidinyl, cyclohexyl, piperidinyl, piperazinyl, 3,6-dihydro-2H-pyranyl, tetrahydro-2H-pyranyl, morpholinyl, piperzinyl, 2,7- diazaspiro[3.5]nonanyl, 3,4-dihydro-2H-pyrido[3,2-b] [1 ,4]oxazinyl, 2-oxa-5-azabicyclo[2.2.1 ]heptanyl, 6- oxa-3-azabicyclo[3.1.1]heptanyl, or 2-oxa-5-azabicyclo[2.2.2]octanyl.

[0582] In some embodiments, Ring H is as depicted in the compounds of Table 3, below.

[0583] As described above and defined herein, Ring I is phenyl enyl, a 3-11 membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic, or spirocyclic carbocyclylenyl or heterocyclylenyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or a 5-9 membered monocyclic or bicyclic heteroarylenyl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur.

[0584] In some embodiments, Ring I is phenylenyl. In some embodiments, Ring I is a 3-11 membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic, or spirocyclic carbocyclylenyl. In some embodiments, Ring I is a 3-11 membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic, or spirocyclic heterocyclylenyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, Ring I is a 5-9 membered monocyclic or bicyclic heteroarylenyl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur.

[0585] In some embodiments, Ring I is phenylenyl, imidazolylenyl, pyrazolylenyl, oxazolylenyl, thiazolylenyl, 1,2-thiazinanylenyl, pyridylenyl, pyridazinylenyl, pyrimidinylenyl, 2,6- diazaspiro[3.5]nonanylenyl, 2,3-dihydro- lH-pyrrolo[2,3-b]pyridylenyl, 2,3-dihydro- lH-pyrrolo[3, 2- c]pyridylenyl, lH-pyrrolo[2,3-b]pyridylenyl, 3H-imidazo[4,5-b]pyridylenyl, 9H-purinylenyl, 1, 2,3,4- tetrahydro-l,8-naphthyridinylenyl, or l,2,3,4-tetrahydro-l,6-naphthyridinylenyl.

[0586] In some embodiments, Ring I is as depicted in the compounds of Table 3, below.

[0587] As described above and defined herein, Ring I is a 3-11 membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic, or spirocyclic carbocyclylenyl or heterocyclylenyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur. [0588] In some embodiments, Ring J is a 3-11 membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic, or spirocyclic carbocyclyl. In some embodiments, Ring J is a 3-11 membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic, or spirocyclic heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur.

[0589] In some embodiments, Ring J is cyclohexylenyl, azetidinylenyl, pyrrolidinylenyl, imidazolylenyl, piperidinylenyl, piperzinylenyl, azepanylenyl, 8-azabicyclo[3.2.1]octanylenyl, 2- azabicyclo[3.2.1]octanylenyl, 2-azabicyclo[3.2.2]nonanylenyl, octahydro-lH-pyrrolo[3,2-b]pyridylenyl, decahydro- 1,5-naphthyridinylenyl, 9-azabicyclo[3.3.1]nonanylenyl, 5-azaspiro[3.5]nonanylenyl, 2-oxa-5- azaspiro[3.5]nonanylenyl, or 2,6-diazaspiro[3.5]nonanylenyl.

[0590] In some embodiments, Ring J is as depicted in the compounds of Table 3, below.

[0591] As described above and defined herein, Ring K is phenyl, naphthyl, a 9- 10 membered saturated or partially unsaturated bicyclic heterocyclylenyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or a 5-13 membered monocyclic, bicyclic, or tricyclic heteroaryl enyl with 1- 5 heteroatoms independently selected from nitrogen, oxygen and sulfur.

[0592] In some embodiments, Ring K. is phenyl. In some embodiments, Ring K is naphthyl. In some embodiments, Ring K is a 9- 10 membered saturated or partially unsaturated bicyclic heterocyclylenyl with 1 -3 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, Ring K. is a 5-13 membered monocyclic, bicyclic, or tricyclic heteroarylenyl with 1-5 heteroatoms independently selected from nitrogen, oxygen and sulfur.

[0593] In some embodiments, Ring K is 1,2,3-triazolyl, thiazolyl, pyrazolyl, phenyl, pyridyl, pyridazinyl, pyrimidinyl, indazolyl, benzo[d]isoxazolyl, benzo[d]isothiazolyl, pyrazolo[l,5-a]pyrimidinyl, 2,3-dihydro- lH-pyrrolo[2,3-c]pyridinyl, 6,7-dihydro-5H-cyclopenta[b]pyridinyl, 2,3 -dihydro- 1H- pyrrolo[3,2-c]pyridinyl, naphthyl, quinolinyl, isoquinolinyl, 1,6-naphthyridinyl, phthalazinyl, quinazolinyl, 2,7-naphthyridinyl, or tetrazolo[l,5-a]quinoxalinyl.

[0594] In some embodiments, Ring K is as depicted in the compounds of Table 3, below.

[0595] As described above and defined herein, R ^a is an optionally substituted C _1-6 aliphatic or

[0596] In some embodiments, R ^a is an optionally substituted C _1-6 aliphatic. In some embodiments, R ^a

[0597] In some embodiments, Ring R ^a is methyl.

[0598] In some embodiments, Ring R ^a is as depicted in the compounds of Table 3, below. [0599] As described above and defined herein, R ^b is hydrogen, an optionally substituted C _1-6 aliphatic, phenyl, or a 5-6 membered heteroaryl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur, or R ^a and R ^b are optionally taken together with their intervening atoms to form an optionally substituted 9-10 membered saturated or partially unsaturated bicyclic ring having 0-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or when Y is -C(NR)-, R ^b is optionally taken together with R of -C(NR)- with their intervening atoms to form a 5-7 membered partially unsaturated heterocyclyl with 0-1 heteroatoms, in addition to the 2 nitrogen atoms within the heterocyclyl, independently selected from nitrogen, oxygen, and sulfur.

[0600] In some embodiments, R ^b is hydrogen. In some embodiments, R ^b is hydrogen is an optionally substituted C _1-6 aliphatic. In some embodiments, R ^b is hydrogen is phenyl. In some embodiments, R ^b is hydrogen is a 5-6 membered heteroaryl with 1 -4 heteroatoms independently selected from nitrogen, oxygen and sulfur. In some embodiments, R ^a and R ^b are optionally taken together with their intervening atoms to form an optionally substituted 9-10 membered saturated or partially unsaturated bicyclic ring having 0-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, when Y is - C(NR)-, R ^b is optionally taken together with R of -C(NR)- with their intervening atoms to form a 5-7 membered partially unsaturated heterocyclyl with 0-1 heteroatoms, in addition to the 2 nitrogen atoms within the heterocyclyl, independently selected from nitrogen, oxygen, and sulfur.

[0601] In some embodiment, R ^b is methyl, cyclopropyl, phenyl, -CO2H, -Clbcyclopropyl. -CH ₂ OH, - CH ₂ OMe, or -CH ₂ CO ₂ H.

[0602] In some embodiments, Ring R ^b is as depicted in the compounds of Table 3, below.

[0603] As described above and defined herein, R ^c is -CR ₂ CONR ₂ , a 5-7 membered saturated or partially unsaturated carbocyclyl or heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or a 5-6 membered heteroaryl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur.

[0604] In some embodiments, R ^c is -CR ₂ CONR ₂ . In some embodiments, R ^c is a 5-7 membered saturated or partially unsaturated carbocyclyl. In some embodiments, R ^c is a 5-7 membered saturated or partially unsaturated heterocyclyl with 1 -3 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, R ^c is a 5-6 membered heteroaryl with 1 -4 heteroatoms independently selected from nitrogen, oxygen and sulfur.

[0605] In some embodiments, R ^c is -CH ₂ CONH ₂ , -CH(Me)CONH ₂ , -CH ₂ CONHMe, -CH ₂ CONHEt, - CH ₂ CONHCH ₂ Ph, -CthCONHcyclopropyl, pyrrolidin-2-onyl, piperidin-2-only, or isoxazolyl.

[0606] In some embodiments, Ring R ^c is as depicted in the compounds of Table 3, below.

[0607] As described above and defined herein, R ^d is hydrogen, or when R ^c is -CR ₂ CONR ₂ , R ^d is optionally taken together with a single R of -CR ₂ CONR ₂ with their intervening atoms to form a 5-7 membered saturated or partially unsaturated heterocyclyl with 0-3 heteroatoms, in addition to the nitrogen atom to which R ^d is attached, independently selected from nitrogen, oxygen, and sulfur.

[0608] In some embodiments, R ^d is hydrogen.

[0609] In some embodiments, Ring R ^d is as depicted in the compounds of Table 3, below.

[0610] As described above and defined herein, R ^e , R ^r , R ⁸ , R ^h , R ¹ , R ^J , and R ^k are each independently selected from hydrogen, oxo, R ^A , halogen, -CN, -NO ₂ , -OR, -SR, -NR ₂ ,

SiR ₃ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)NR ₂ , -C(O)NROR, -OC(O)R, -OC(O)NR ₂ , - OP(O)R ₂ , -OP(O)(OR) ₂ , -OP(O)(OR)NR ₂ , -OP(O)(NR ₂ ) ₂ , -NRC(O)OR, -NRC(O)R, -NRC(O)N(R) ₂ , - NRS(O) ₂ R, -NP(O)R ₂ , -NRP(O)(OR) ₂ , -NRP(O)(OR)NR ₂ , -NRP(O)(NR ₂ ) ₂ , -P(O)R ₂ , -P(O)(OR) ₂ , - P(O)(OR)NR ₂ , and -P(O)(NR ₂ ) ₂ , or an R ¹ group on Ring I and an R ^J group or Ring J are optionally taken together with their intervening atoms to form a 5-8 membered saturated or partially unsaturated ring having 0-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur.

[0611] In some embodiments, one or more of R ^e , R ^r , R ⁸ , R ^h , R ¹ , R ^J , and R ^k is hydrogen. In some embodiments, one or more of R ^e , R ^r , R ⁸ , R ^h , R ¹ , R ^J , and R ^k is oxo. In some embodiments, one or more of R ^e , R ^r , R ⁸ , R ^h , R ¹ , R ^J , and R ^k is R ^A . In some embodiments, one or more of R ^e , R ^r , R ^s , R ^h , R ¹ , R ^J , and R ^k is halogen. In some embodiments, one or more of R ^e , R ^r , R ⁸ , R ^h , R ¹ , R ^J , and R ^k is -CN. In some embodiments, one or more of R ^e , R ^r , R ⁸ , R ^h , R ¹ , R, and R ^k is -NO ₂ . In some embodiments, one or more of R ^e , R ^r , R ⁸ , R ^h ,

R ^I , R ^J , and R ^k is -OR. In some embodiments, one or more of R ^e , R ^r , R ⁸ , R ^h , R ¹ , R ^J , and R ^k is -SR. In some embodiments, one or more of R ^e , R ^r , R ⁸ , R ^h , R ¹ , R ^J , and R ^k is -NR ₂ . In some embodiments, one or more of R ^e , R ^r , R ⁸ , R ^h , R ¹ , R, and R ^k is -SiR ₃ . In some embodiments, one or more of R ^e , R ^r , R ⁸ , R ^h , R ¹ , R ^J , and R ^k is -S(O) ₂ R. In some embodiments, one or more of R ^e , R ^r , R ⁸ , R ^h , R ¹ , R ^J , and R ^k is -S(O) ₂ NR ₂ . In some embodiments, one or more of R ^e , R ^r , R ⁸ , R ^h , R ¹ , R ^J , and R ^k is -S(O)R. In some embodiments, one or more of R ^e , R ^r , R ⁸ , R ^h , R ¹ , R ^J , and R ^k is -C(O)R. In some embodiments, one or more of R ^e , R ^r , R ⁸ , R ^h , R ¹ , R ^J , and R ^k is -C(O)OR. In some embodiments, one or more of R ^e , R ^r , R ⁸ , R ^h , R ¹ , R, and R ^k is -C(O)NR ₂ . In some embodiments, one or more of R ^e , R ^r , R ⁸ , R ^h , R ¹ , R ^J , and R ^k is -C(O)NROR. In some embodiments, one or more of R ^e , R ^r , R ⁸ , R ^h , R ¹ , R ^J , and R ^k is -OC(O)R. In some embodiments, one or more of R ^e , R ^r , R ⁸ , R ^h , R ¹ ,

R ^J , and R ^k is -OC(O)NR ₂ . In some embodiments, one or more of R ^e , R ^r , R ⁸ , R ^h , R ¹ , R, and R ^k is -OP(O)R ₂ . In some embodiments, one or more of R ^e , R ^r , R ^g , R ^h , R ¹ , R ^J , and R ^k is -OP(O)(OR) ₂ . In some embodiments, one or more of R ^e , R ^r , R ⁸ , R ^h , R ¹ , R ^J , and R ^k is -OP(O)(OR)NR ₂ . In some embodiments, one or more of R ^e , R ^r , R ^g , R ^h , R ¹ , R, and R ^k is -OP(O)(NR ₂ ) ₂ . In some embodiments, one or more of R ^e , R ^r , R ^g , R ^h , R ¹ , R, and R ^k is -NRC(O)OR. In some embodiments, one or more of R ^e , R ^r , R ^g , R ^h , R ¹ , R ^J , and R ^k is -NRC(O)R. In some embodiments, one or more of R ^e , R ^r , R ^g , R ^h , R ¹ , R, and R ^k is -NRC(O)N(R) ₂ . In some embodiments, one or more of R ^e , R ^r , R ⁸ , R ^h , R ¹ , R ^J , and R ^k is -NRS(O) ₂ R. In some embodiments, one or more of R ^e , R ^r , R ⁸ , R ^h , R ¹ , R ^J , and R ^k is -NP(O)R ₂ . In some embodiments, one or more of R ^e , R ^r , R ⁸ , R ^h , R ¹ , R ^J , and R ^k is - NRP(O)(OR) ₂ . In some embodiments, one or more of R ^e , R ^r , R ^g , R ^h , R ¹ , R ^J , and R ^k is -NRP(O)(OR)NR ₂ . In some embodiments, one or more of R ^e , R ^r , R ^g , R ^h , R ¹ , R ^J , and R ^k is -NRP(O)(NR ₂ ) ₂ . In some embodiments, one or more of R ^e , R ^r , R ^g , R ^k , R ¹ , R ^J , and R ^k is -P(O)R ₂ . In some embodiments, one or more of R ^e , R ^r , R ⁸ , R ^h , R ¹ , R ^J , and R ^k is -P(O)(OR) ₂ . In some embodiments, one or more of R ^e , R ^r , R ^g , R ^h , R ¹ , R ^J , and R ^k is -P(O)(OR)NR ₂ . In some embodiments, one or more of R ^e , R ^r , R ⁸ , R ^h , R ¹ , R ^J , and R ^k is -P(O)(NR ₂ ) ₂ . In some embodiments, an R ¹ group on Ring I and an R ^J group or Ring J are taken together with their intervening atoms to form a 5-8 membered saturated or partially unsaturated ring having 0-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur.

[0612] In some embodiments, R ^e is hydrogen, oxo, fluoro, chloro, -CN, methyl, -CO2H, -CO ₂ Me, - CONH ₂ , -C(O)CHCH ₂ , -OH, -OMe, -CH ₂ CHF2, -CH ₂ OMe, -CH ₂ CO2H, -CH ₂ SO ₂ Me, -CH ₂ CH ₂ O2H, - CH ₂ CH ₂ SO ₂ Me, -CH ₂ CH ₂ OMe, -NHC(O)CHCH ₂ , tetrazolyl, or N-methyltetrazolyl.

[0613] In some embodiments, R ^f is hydrogen, oxo, methyl, isopropyl, -CH ₂ cyclopropyl, - CH ₂ cyclopentyl, -CH ₂ cyclohexyl, -CH ₂ morpholinyl, -CH ₂ Ph, -CH ₂ thiazolyl, -CH ₂ pyrimidinyl, - CH ₂ CH ₂ OMe, -CH ₂ CH ₂ Ph, -C(O)Me, -C(O)CHCH ₂ , -C(O)Ph, -C(O)pyrimidinyl, -NH ₂ , -NHC(O)CHCH ₂ , -CH ₂ NHC(O)CHCH ₂ , -CCNHC(O)CHCH ₂ , -NHcyclohexyl, -NHphenyl, or -NHpyrimidinyl,

[0614] In some embodiments, R ^h is hydrogen, oxo, fluoro, methyl, ethyl, n-propyl, b-butyl, - CH ₂ CH ₂ OMe, -C(O)CHCH ₂ , -NHC(O)CHCH ₂ , -N(Me)C(O)CHCH ₂ , -CH ₂ NHC(O)CHCH ₂ , or

[0615] In some embodiments, R ⁸ is hydrogen, oxo, fluoro, chloro, -CN, methyl, -CONH ₂ , -OH, or - OMe.

[0616] In some embodiments, R ¹ is hydrogen, oxo, fluoro, chloro, methyl, -CF ₃ , -CH ₂ OH, -CN, -OH, -OMe, -NH ₂ , or -N(Me)CH ₂ CH ₂ CH ₂ N(Me)C(O)CHCH ₂ .

[0617] In some embodiments, R is hydrogen, oxo, fluoro, methyl, -CH ₂ F, -CH ₂ OH, -CO ₂ H, - C(O)NH ₂ , -OH, -OMe, or -S(O) ₂ NH ₂ .

[0618] In some embodiments, R ¹ and R ^J , are taken together by -CH ₂ CH ₂ - or -CH ₂ CH ₂ CH ₂ -.

[0619] In some embodiments, R ^k is hydrogen, oxo, fluoro, chloro, -CN, methyl, isobutyl, -CF ₃ , -

CH ₂ CF ₃ , -CH ₂ OH, -CH ₂ CO ₂ Me, -CH(OH)Me, -CH(NH ₂ )cyclopropyl, -CH ₂ Ph, -OH, -OMe, -OCF ₃ , -OiPr, OPh, -NHC(O)Me, -NHC(O)CHCH ₂ , -S(O) ₂ NH ₂ , 1,2,3-triazolyl, piperdinyl, N-methylpiperdinyl, phenyl, or pyridyl. [0620] In some embodiments, R ^e , R ^r , R ⁸ , R ^h , R ¹ , R ^J , and R ^k are as depicted in the compounds of Table 3, below.

[0621] As described above and defined herein, each R ^A is independently an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 3-7 membered saturated or partially unsaturated carbocyclic or heterocyclic ring having 1 -2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur.

[0622] In some embodiments, R ^A is an optionally substituted C _1-6 aliphatic. In some embodiments, R ^A is an optionally substituted phenyl. In some embodiments, R ^A is an optionally substituted 3-7 membered saturated or partially unsaturated carbocyclic. In some embodiments, R ^A is an optionally substituted saturated or partially unsaturated heterocyclic ring having 1 -2 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, R ^A is an optionally substituted 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur.

[0623] In some embodiments, R ^A is C _1-6 alkyl (e.g., methyl, ethyl, isopropyl). In some embodiments, R ^A is C _1-6 haloalkyl (e.g., -CF ₃ , -CHF2).

[0624] In some embodiment, R ^A is as depicted in the compounds of Table 3, below.

[0625] As described above and defined herein, each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated carbocyclic or heterocyclic ring having 1 -2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or two R groups on the same atom are optionally taken together with their intervening atoms to form an optionally substituted 3-7 membered saturated or partially unsaturated ring having 0-3 heteroatoms, in addition to the atom to which they are attached, independently selected from nitrogen, oxygen, and sulfur.

[0626] In some embodiments, R is hydrogen. In some embodiments, R is an optionally substituted C _1- 6 aliphatic. In some embodiments, R is an optionally substituted phenyl. In some embodiments, R is an optionally substituted 4-7 membered saturated or partially unsaturated carbocyclic. In some embodiments, R is an optionally substituted 4-7 membered saturated or partially unsaturated heterocyclic ring having 1 -2 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, R is an optionally substituted 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, two R groups on the same atom are optionally taken together with their intervening atoms to form optionally substituted 3-7 membered saturated or partially unsaturated ring having 0-3 heteroatoms, in addition to the atom to which they are attached, independently selected from nitrogen, oxygen, and sulfur.

[0627] In some embodiment, R is as depicted in the compounds of Table 3, below.

[0628] As described above and defined herein, each of X ¹ and X ² is independently a is a covalent bond, spiro-fusion between the two rings that X ¹ or X ² connect, -CR ₂ -, -CR(OR)-, -CRF-, -CF2-, -NR-, -O-, -S-, or -S(O) ₂ -.

[0629] In some embodiments, X ¹ and/or X ² is a covalent bond. In some embodiments, X ¹ and/or X ² is -CR ₂ -. In some embodiments, X ¹ and/or X ² is -CR(OR)-. In some embodiments, X ¹ and/or X ² is - CRF-. In some embodiments, X ¹ and/or X ² is -CF2-. In some embodiments, X ¹ and/or X ² is -NR-. In some embodiments, X ¹ and/or X ² is -O-. In some embodiments, X ¹ and/or X ² is -S-. In some embodiments, X ¹ and/or X ² is -S(O) ₂ -. In some embodiments, X ¹ and/or X ² represents spiro-fusion between the two rings that X ¹ or X ² connect.

[0630] In some embodiments, X ¹ is a covalent bond, -NH-, or -NMe-.

[0631] In some embodiments, X ² is a covalent bond, -CH ₂ -, -CMe(OMe)-, -CMe(F)-, -CMe(CF ₃ )-, cyclopropylenyl, difluorocyclopropylenyl, -NH-, -NMe-, -N(COMe)-, -N(CF ₃ )-, -NEt-, -N(nPr)-, -N(nBu)- , -N(Ph)-, -N(3-pyridyl)-, -N(4-pyridyl)-, -N(SO ₂ Me)-, -N(CH ₂ CHF2)-, -N(CH ₂ cyclopropyl)-, -N(CH ₂ Ph)- , -N(CH ₂ CONH ₂ )-, -N(CH ₂ SO ₂ Me)-, -N(CH ₂ CH ₂ CHF2)-, -N(CH ₂ CH ₂ Ph)-, -N(CH ₂ CH ₂ CO2H)-, - N(CH ₂ CH ₂ CONH ₂ )-, -N(CH ₂ CH ₂ CN)-, -N(CH ₂ CH ₂ OMe)-, -N(CH ₂ CH ₂ SO ₂ Me)-, -O-, -S-, or -S(O) ₂ -.

[0632] In some embodiments, X ² represents spiro-fusion between the two rings that X ² connects, e.g.,

[0633] In some embodiment, X ¹ and X ² are as depicted in the compounds of Table 3, below.

[0634] As described above and defined herein, Y ¹ is a C 1-3 hydrocarbon chain wherein each methylene is optionally substituted with -CR ₂ -, -CR(OR)-, -C(O)-, -C(NR)-, -C(NOR)-, -S(O)-, or -S(O) ₂ -.

[0635] In some embodiments, Y ¹ is a C1-3 hydrocarbon chain wherein each methylene is optionally substituted with -CR ₂ -, -CR(OR)-, -C(O)-, -C(NR)-, -C(NOR)-, -S(O)-, or -S(O) ₂ -.

[0636] In some embodiments, Y ¹ is a C1-3 hydrocarbon chain. In some embodiments, Y ¹ is -CR ₂ -. In some embodiments, Y ¹ is -CR(OR)-. In some embodiments, Y ¹ is -C(O)-. In some embodiments, Y ¹ is - C(NR)-. In some embodiments, Y ¹ is -C(NOR)-. In some embodiments, Y ¹ is -S(O)-. In some embodiments, Y ¹ is -S(O) ₂ -.

[0637] In some embodiments, Y ¹ is -CH ₂ -, -CtbCCO)-, -NHCH ₂ C(O)-, -CFFCFhCXO)-, - CH ₂ CH(OH)C(O)-, -C(O)-, -C(NH)-, -C(NOH)-, -S(O)-, or -S(O) ₂ -.

[0638] In some embodiment, Y ¹ is as depicted in the compounds of Table 3, below.

[0639] As described above and defined herein, s is 0 or 1. [0640] In some embodiments, s is 0. In some embodiments, s is 1.

[0641] In some embodiment, s is as depicted in the compounds of Table 3, below.

[0642] As described above and defined herein, each of e, f, g, h, i, j, and k are independently 0, 1, 2, 3, or 4.

[0643] In some embodiments, e is 0. In some embodiments, e is 1. In some embodiments, e is 2. In some embodiments, e is 3. In some embodiments, e is 4.

[0644] In some embodiments, f is 0. In some embodiments, f is 1. In some embodiments, f is 2. In some embodiments, f is 3. In some embodiments, f is 4.

[0645] In some embodiments, g is 0. In some embodiments, g is 1. In some embodiments, g is 2. In some embodiments, g is 3. In some embodiments, g is 4.

[0646] In some embodiments, h is 0. In some embodiments, h is 1. In some embodiments, h is 2. In some embodiments, h is 3. In some embodiments, h is 4.

[0647] In some embodiments, i is 0. In some embodiments, i is 1. In some embodiments, i is 2. In some embodiments, i is 3. In some embodiments, i is 4.

[0648] In some embodiments, j is 0. In some embodiments, j is 1. In some embodiments, j is 2. In some embodiments, j is 3. In some embodiments, j is 4.

[0649] In some embodiments, k is 0. In some embodiments, k is 1. In some embodiments, k is 2. In some embodiments, k is 3. In some embodiments, k is 4.

[0650] In some embodiment, e, f, g, h, i, j, and k are as depicted in the compounds of Table 3, below.

[0651] In some embodiments, some embodiments, DBM , some

n some em o mens, s

[0653] In certain embodiments, the present invention provides a compound of formula I-aaaaa represented by any one of the following formulae:

I-aaaaa-9

I-aaaaa-14

I-aaaaa-16 or a pharmaceutically acceptable salt thereof.

[0654] In certain embodiments, the present invention provides a compound of formula I-bbbbb represented by any one of the following formulae:

I-bbbbb-4

I-bbbbb-9 I-bbbbb-12 I-bbbbb-18

I-bbbbb-23 or a pharmaceutically acceptable salt thereof. [0655] As defined above and described herein, DBM is further optionally substituted with

, wherein is a warhead group, attached to a modifiable carbon, oxygen, nitrogen or sulfur atom in formula I-aaaaa or I-bbbbb or substitution or replacement of any defined group in formula I-aaaaa or I-bbbbb (e.g., substitution or replacement of R ^e , R ^r , R ^E , R ^h , R ¹ , R ^J , or R ^k ).

[0656] In some embodiments, the warhead group is -L ² -Y, wherein:

L ² is a covalent bond or a bivalent C _1- s saturated or unsaturated, straight or branched, hydrocarbon chain, wherein one, two, or three methylene units of L ² are optionally and independently replaced by cyclopropylene, —NR—, — N(R)C(O)— , — C(O)N(R)— , — N(R)SO ₂ — , — SO ₂ N(R)— , — 0— , — C(O)— , — OC(O)— , — C(O)O— , — S— , —SO—, — SO ₂ — , — C(=S)— , — C(=NR)— , — N=N— , or — C(=N ₂ )— ;

Y is hydrogen, C _1-6 aliphatic optionally substituted with oxo, halogen, NO ₂ , or CN, or a 3-10 membered monocyclic or bicyclic, saturated, partially unsaturated, or aryl ring having 0-3 heteroatoms independently selected from nitrogen, oxygen, or sulfur, and wherein said ring is substituted with 1-4 R ^e groups; and each R ^e is independently selected from -Q-Z, oxo, NO ₂ , halogen, CN, a suitable leaving group, or a C _1- 6 aliphatic optionally substituted with oxo, halogen, NO ₂ , or CN, wherein:

Q is a covalent bond or a bivalent C _1-6 saturated or unsaturated, straight or branched, hydrocarbon chain, wherein one or two methylene units of Q are optionally and independently replaced by — N(R) — , — S— , — 0— , — C(O)— , — OC(O)— , — C(O)O— , —SO—, or — SO ₂ — , — N(R)C(O)— , — C(O)N(R)— , — N(R)SO ₂ — , or — SO ₂ N(R)— ; and

Z is hydrogen or C _1-6 aliphatic optionally substituted with oxo, halogen, NO ₂ , or CN.

[0657] In certain embodiments, L ² is a covalent bond.

[0658] In certain embodiments, L ² is a bivalent C _1- s saturated or unsaturated, straight or branched, hydrocarbon chain. In certain embodiments, L ² is — CH ₂ — .

[0659] In certain embodiments, L ² is a covalent bond, — CH ₂ — , — NH — , — CH ₂ NH — , — N HCI l ₂ — , — NHC(O)— , — NHC(O)CH ₂ OC(O)—, — CH ₂ NHC(O)— , — NHSO ₂ — — NHSO ₂ CH ₂ — — NHC(O)CH ₂ OC(O)—, or — SO ₂ NH— .

[0660] In some embodiments, L ² is a bivalent C ₂ -x straight or branched, hydrocarbon chain wherein L ² has at least one double bond and one or two additional methylene units of L ² are optionally and independently replaced by — NRC(O) — , — C(O)NR — , — N(R)SO ₂ — , — SO ₂ N(R) — , — S — , — S(O) — , — SO ₂ — , — OC(O) — , — C(O)O — , cyclopropylene, — O — , — N(R) — , or — C(O) — . [0661] In certain embodiments, L ² is a bivalent C ₂ -x straight or branched, hydrocarbon chain wherein L ² has at least one double bond and at least one methylene unit of L ² is replaced by — C(O) — , — NRC(O) — , — C(O)NR— , — N(R)SO ₂ — , — SO ₂ N(R)— , — S— , — S(O)— , — SO ₂ — , — OC(O)— , or — C(O)O— , and one or two additional methylene units of L ² are optionally and independently replaced by cyclopropylene, — 0 — , — N(R) — , or — C(O) — .

[0662] In some embodiments, L ² is a bivalent C ₂ .x straight or branched, hydrocarbon chain wherein L ² has at least one double bond and at least one methylene unit of L ² is replaced by — C(O) — , and one or two additional methylene units of L ² are optionally and independently replaced by cyclopropylene, — 0 — , — N(R)— , or — C(O)— .

[0663] As described above, in certain embodiments, L ² is a bivalent C ₂ .x straight or branched, hydrocarbon chain wherein L ² has at least one double bond. One of ordinary skill in the art will recognize that such a double bond may exist within the hydrocarbon chain backbone or may be “exo” to the backbone chain and thus forming an alkylidene group. By way of example, such an L ² group having an alkylidene branched chain includes — CH ₂ C(=CH ₂ )CH ₂ — . Thus, in some embodiments, L ² is a bivalent C ₂ -x straight or branched, hydrocarbon chain wherein L ² has at least one alkylidenyl double bond. Exemplary L ² groups include — NHC(O)C(=CH ₂ )CH ₂ — .

[0664] In certain embodiments, L ² is a bivalent C ₂ -s straight or branched, hydrocarbon chain wherein L ² has at least one double bond and at least one methylene unit of L ² is replaced by — C(O) — . In certain embodiments, L ² is — C(O)CH=CH(CH ₃ )— , — C(O)CH=CHCH ₂ NH(CH ₃ )— , — C(O)CH=CH(CH ₃ )— , — C(O)CH=CH— , — CH ₂ C(O)CH=CH— , — CH ₂ C(O)CH=CH(CH ₃ )— , — CH ₂ CH ₂ C(O)CH=CH— — CH ₂ CH ₂ C(O)CH=CHCH ₂ — , — CH ₂ CH ₂ C(O)CH=CHCH ₂ NH(CH ₃ )— , or —

CH ₂ CH ₂ C(O)CH=CH(CH ₃ )—, or — CH(CH ₃ )OC(O)CH=CH— .

[0665] In certain embodiments, L ² is a bivalent C ₂ .x straight or branched, hydrocarbon chain wherein L ² has at least one double bond and at least one methylene unit of L ² is replaced by — OC(O) — .

[0666] In some embodiments, L ² is a bivalent C ₂ .x straight or branched, hydrocarbon chain wherein L ² has at least one double bond and at least one methylene unit ofL ² is replaced by — NRC(O) — , — C(O)NR — , — N(R)SO ₂ — , — SO ₂ N(R)— , — S— , — S(O)— , — SO ₂ — , — OC(O)— , or — C(O)O— , and one or two additional methylene units of L ² are optionally and independently replaced by cyclopropylene, — O — , — N(R) — , or — C(O) — . In some embodiments, L ² is — CH ₂ OC(O)CH=CHCH ₂ — , — CH ₂ — OC(O)CH=CH— , or — CH(CH=CH ₂ )OC(O)CH=CH— .

[0667] In certain embodiments, L ² is — NRC(O)CH=CH— , — NRC(O)CH=CHCH ₂ N(CH ₃ )— , — NRC(O)CH=CHCH ₂ O— , — CH ₂ NRC(O)CH=CH— , — NRSO ₂ CH=CH— , — NRSO ₂ CH=CHCH ₂ — , — NRC(O)(C=N ₂ )C(O)— , — NRC(O)CH=CHCH ₂ N(CH ₃ )— , — NRSO ₂ CH=CH— , — NRSO ₂ CH=CHCH ₂ — , — NRC(O)CH=CHCH ₂ O— — NRC(O)C(=CH ₂ )CH ₂ — — CH ₂ NRC(O)— , — CH ₂ NRC(O)CH=CH — , — CH ₂ CH ₂ NRC(O) — , or — CH ₂ NRC(O)cyclopropylene-, wherein each R is independently hydrogen or optionally substituted C _1-6 aliphatic.

[0668] In certain embodiments, L ² is — NHC(O)CH=CH — , — NHC(O)CH=CHCH ₂ N(CH ₃ ) — , — NHC(O)CH=CHCH ₂ O— , — CH ₂ NHC(O)CH=CH— — NHSO ₂ CH=CH— , — NHSO ₂ CH=CHCH ₂ — , — NHC(O)(C=N ₂ )C(O)—, — NHC(O)CH=CHCH ₂ N(CH ₃ )— , — NHSO ₂ CH=CH— , —

NHSO ₂ CH=CHCH ₂ — — NHC(O)CH=CHCH ₂ O— , — NHC(O)C(=CH ₂ )CH ₂ — — CH ₂ NHC(O)—, — CH ₂ NHC(O)CH=CH— — CH ₂ CH ₂ NHC(O)— , or — CH ₂ NHC(O)cyclopropylene-.

[0669] In some embodiments, L ² is a bivalent C ₂ .x straight or branched, hydrocarbon chain wherein L ² has at least one triple bond. In certain embodiments, L ² is a bivalent C ₂ .x straight or branched, hydrocarbon chain wherein L ² has at least one triple bond and one or two additional methylene units of L ² are optionally and independently replaced by — NRC(O) — , — C(O)NR — , — S — , — S(O) — , — SO ₂ — , — C(=S) — , — C(=NR) — , — 0 — , — N(R) — , or — C(O) — . In some embodiments, L ² has at least one triple bond and at least one methylene unit of L ² is replaced by — N(R) — , — N(R)C(O) — , — C(O) — , — C(O)O — , or — OC(O)— , or — 0— .

[0670] Exemplary L ² groups include — C=C — , — C=CCEI ₂ N (isopropyl)-, — Nl 1C(O)C=CCI 1 ₂ CI 1 ₂ —

, — CH ₂ — C=C=CH ₂ — , — C=CCH ₂ O— , — CH ₂ C(O)C=C— — C(O)C=C— , or— CH ₂ OC(=O)C=C— .

[0671] In certain embodiments, L ² is a bivalent C ₂ -s straight or branched, hydrocarbon chain wherein one methylene unit of L ² is replaced by cyclopropylene and one or two additional methylene units of L ² are independently replaced by — C(O) — , — NRC(O) — , — C(O)NR — , — N(R)SO ₂ — , or — SO ₂ N(R) — . Exemplary L ² groups include — NHC(O)-cyclopropylene-SO ₂ — and — NHC(O)-cyclopropylene-.

[0672] As defined generally above, Y is hydrogen, Cu aliphatic optionally substituted with oxo, halogen, NO ₂ , or CN, or a 3-10 membered monocyclic or bicyclic, saturated, partially unsaturated, or aryl ring having 0-3 heteroatoms independently selected from nitrogen, oxygen, or sulfur, and wherein said ring is substituted with at 1-4 R ^e groups, each R ^e is independently selected from -Q-Z, oxo, NO ₂ , halogen, CN, a suitable leaving group, or Ci -6 aliphatic, wherein Q is a covalent bond or a bivalent C _1-6 saturated or unsaturated, straight or branched, hydrocarbon chain, wherein one or two methylene units of Q are optionally and independently replaced by — N(R) — , — S — , — O — , — C(O) — , — OC(O) — , — C(O)O — , — SO — , or — SO ₂ — , — N(R)C(O) — , — C(O)N(R) — , — N(R)SO ₂ — , or — SO ₂ N(R) — ; and, Z is hydrogen or C _1-6 aliphatic optionally substituted with oxo, halogen, NO ₂ , or CN.

[0673] In certain embodiments, Y is hydrogen.

[0674] In certain embodiments, Y is C _1-6 aliphatic optionally substituted with oxo, halogen, NO ₂ , or CN. In some embodiments, Y is C _2-6 alkenyl optionally substituted with oxo, halogen, NO ₂ , or CN. In other embodiments, Y is C2-ealkynyl optionally substituted with oxo, halogen, NO ₂ , or CN. In some embodiments, Y is C'2-fialkcnyl. In other embodiments, Y is C2-4 alkynyl.

[0675] In other embodiments, Y is C _1-6 alkyl substituted with oxo, halogen, NO ₂ , or CN. Such Y groups include — CH ₂ F, — CH ₂ C1, — CH ₂ CN, and — CH ₂ NO ₂ .

[0676] In certain embodiments, Y is a saturated 3-6 membered monocyclic ring having 0-3 heteroatoms independently selected from nitrogen, oxygen, or sulfur, wherein Y is substituted with 1 -4 R ^e groups, wherein each R ^e is as defined above and described herein.

[0677] In some embodiments, Y is a saturated 3-4 membered heterocyclic ring having 1 heteroatom selected from oxygen or nitrogen wherein said ring is substituted with 1 -2 R ^e groups, wherein each R ^e is as defined above and described herein. Exemplary such rings are epoxide and oxetane rings, wherein each ring is substituted with 1-2 R ^e groups, wherein each R ^e is as defined above and described herein.

[0678] In other embodiments, Y is a saturated 5-6 membered heterocyclic ring having 1 -2 heteroatom selected from oxygen or nitrogen wherein said ring is substituted with 1 -4 R ^e groups, wherein each R ^e is as defined above and described herein. Such rings include piperidine and pyrrolidine, wherein each ring is substituted with 1-4 R ^e groups, wherein each R ^e is as defined above and described herein. In certain embodiments, Y is wherein each R, Q, Z, and R ^e is as defined above and described herein.

[0679] In some embodiments, Y is a saturated 3-6 membered carbocyclic ring, wherein said ring is substituted with 1-4 R ^e groups, wherein each R ^e is as defined above and described herein. In certain embodiments, Y is cyclopropyl, cyclobutyl, cyclopentyl, or cyclohexyl, wherein each ring is substituted with 1-4 R ^e groups, wherein each R ^e is as defined above and described herein. In certain embodiments, Y is wherein R ^e is as defined above and described herein.

[0680] In certain embodiments, Y is cyclopropyl optionally substituted with halogen, CN or NO ₂ .

[0681] In certain embodiments, Y is a partially unsaturated 3-6 membered monocyclic ring having 0-

3 heteroatoms independently selected from nitrogen, oxygen, or sulfur, wherein said ring is substituted with 1 -4 R ^e groups, wherein each R ^e is as defined above and described herein.

[0682] In some embodiments, Y is a partially unsaturated 3-6 membered carbocyclic ring, wherein said ring is substituted with 1 -4 R ^e groups, wherein each R ^e is as defined above and described herein. In some embodiments, Y is cyclopropenyl, cyclobutenyl, cyclopentenyl, or cyclohexenyl wherein each ring is substituted with 1-4 R ^e groups, wherein each R ^e is as defined 0-3 above and described herein. In certain wherein each R ^e is as defined above and described herein.

[0683] In certain embodiments, Y is a partially unsaturated 4-6 membered heterocyclic ring having 1- 2 heteroatoms independently selected from nitrogen, oxygen, or sulfur, wherein said ring is substituted with 1-4 R ^e groups, wherein each R ^e is as defined above and described herein. In certain embodiments, Y is selected from:

[0685] wherein each R and R ^e is as defined above and described herein.

[0686] In certain embodiments, Y is a 6-membered aromatic ring having 0-2 nitrogens wherein said ring is substituted with 1-4 R ^e groups, wherein each R ^e group is as defined above and described herein. In certain embodiments, Y is phenyl, pyridyl, or pyrimidinyl, wherein each ring is substituted with 1 -4 R ^e groups, wherein each R ^e is as defined above and described herein.

[0687] In some embodiments, Y is selected from:

[0688]

[0689] wherein each R ^e is as defined above and described herein.

[0690] In other embodiments, Y is a 5-membered heteroaryl ring having 1-3 heteroatoms independently selected from nitrogen, oxygen, or sulfur, wherein said ring is substituted with 1 -3 R ^e groups, wherein each R ^e group is as defined above and described herein. In some embodiments, Y is a 5 membered partially unsaturated or aryl ring having 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, wherein said ring is substituted with 1-4 R ^e groups, wherein each R ^e group is as defined above and described herein. Exemplary such rings are isoxazolyl, oxazolyl, thiazolyl, imidazolyl, pyrazolyl, pyrrolyl, furanyl, thienyl, triazole, thiadiazole, and oxadiazole, wherein each ring is substituted with 1 -3 R ^e groups, wherein each R ^e group is as defined above and described herein. In certain embodiments, Y is selected from:

[0691]

[0692] wherein each R and R ^e is as defined above and described herein.

[0693] In certain embodiments, Y is an 8-10 membered bicyclic, saturated, partially unsaturated, or aryl ring having 0-3 heteroatoms independently selected from nitrogen, oxygen, or sulfur, wherein said ring is substituted with 1 -4 R ^e groups, wherein R ^e is as defined above and described herein. According to another aspect, Y is a 9-10 membered bicyclic, partially unsaturated, or aryl ring having 1-3 heteroatoms independently selected from nitrogen, oxygen, or sulfur, wherein said ring is substituted with 1 -4 R ^e groups, wherein R ^e is as defined above and described herein. Exemplary such bicyclic rings include 2,3- dihydrobenzo[d]isothiazole, wherein said ring is substituted with 1 -4 R ^e groups, wherein R ^e is as defined above and described herein.

[0694] As defined generally above, each R ^e group is independently selected from -Q-Z, oxo, NO ₂ , halogen, CN, a suitable leaving group, or C _1-6 aliphatic optionally substituted with oxo, halogen, NO ₂ , or CN, wherein Q is a covalent bond or a bivalent C _1-6 saturated or unsaturated, straight or branched, hydrocarbon chain, wherein one or two methylene units of Q are optionally and independently replaced by — N(R)— , — S— , —0—, — C(O)— , — OC(O)— , — C(O)O— , —SO—, or — SO ₂ — , — N(R)C(O)— , — C(O)N(R) — , — N(R)SO ₂ — , or — SO ₂ N(R) — ; and Z is hydrogen or C _1-6 aliphatic optionally substituted with oxo, halogen, NO ₂ , or CN.

[0695] In certain embodiments, R ^e is C 1-6 aliphatic optionally substituted with oxo, halogen, NO ₂ , or CN. In other embodiments, R ^e is oxo, NO ₂ , halogen, or CN.

[0696] In some embodiments, R ^e is -Q-Z, wherein Q is a covalent bond and Z is hydrogen (i.e., R ^e is hydrogen). In other embodiments, R ^e is -Q-Z, wherein Q is a bivalent C 1-6 saturated or unsaturated, straight or branched, hydrocarbon chain, wherein one or two methylene units of Q are optionally and independently replaced by — NR — , — NRC(O) — , — C(O)NR — , — S — , — 0 — , — C(O) — , — SO — , or — SO ₂ — . In other embodiments, Q is a bivalent C2-6 straight or branched, hydrocarbon chain having at least one double bond, wherein one or two methylene units of Q are optionally and independently replaced by — NR — , — NRC(O) — , — C(O)NR — , — S — , — 0 — , — C(O) — , — SO — , or — SO ₂ — . In certain embodiments, the Z moiety of the R ^e group is hydrogen. In some embodiments, -Q-Z is — NHC(O)CH=CH ₂ or — C(O)CH=CH ₂ .

[0697] In certain embodiments, each R ^e is independently selected from oxo, NO ₂ , CN, fluoro, chloro, — NHC(O)CH=CH ₂ , — C(O)CH=CH ₂ , — CH ₂ CH=CH ₂ , — C=CH, — C(O)OCH ₂ C1, — C(O)OCH ₂ F, — C(O)OCH ₂ CN, — C(O)CH ₂ C1, — C(O)CH ₂ F, — C(O)CH ₂ CN, or — CH ₂ C(O)CH ₃ .

[0698] In certain embodiments, R ^e is a suitable leaving group, i.e., a group that is subject to nucleophilic displacement. A “suitable leaving” is a chemical group that is readily displaced by a desired incoming chemical moiety such as the thiol moiety of a cysteine of interest. Suitable leaving groups are well known in the art, e.g., see, “Advanced Organic Chemistry,” Jerry March, 5 ^th Ed., pp. 351-357, John Wiley and Sons, N.Y. Such leaving groups include, but are not limited to, halogen, alkoxy, sulphonyloxy, optionally substituted alkylsulphonyloxy, optionally substituted alkenylsulfonyloxy, optionally substituted arylsulfonyloxy, acyl, and diazonium moieties. Examples of suitable leaving groups include chloro, iodo, bromo, fluoro, acetoxy, methanesulfonyloxy (mesyloxy), tosyloxy, triflyloxy, nitro-phenylsulfonyloxy (nosyloxy), and bromo-phenylsulfonyloxy (brosyloxy).

[0699] In certain embodiments, the following embodiments and combinations of - L ² -Y apply:

(a) L ² is a bivalent C _2-8 straight or branched, hydrocarbon chain wherein L ² has at least one double bond and one or two additional methylene units of L ² are optionally and independently replaced by — NRC(O)— , — C(O)NR— , — N(R)SO ₂ — , — SO ₂ N(R)— , — S— , — S(O)— , — SO ₂ — , — OC(O)— , — C(O)O — , cyclopropylene, — 0 — , — N(R) — , or — C(O) — ; and Y is hydrogen or C 1-6 aliphatic optionally substituted with oxo, halogen, NO ₂ , or CN; or

(b) L ² is a bivalent C _2-8 straight or branched, hydrocarbon chain wherein L ² has at least one double bond and at least one methylene unit of L ² is replaced by — C(O) — , — NRC(O) — , — C(O)NR — , — N(R)SO ₂ — , — SO ₂ N(R)— , — S— , — S(O)— , — SO ₂ — , — OC(O)— , or — C(O)O— , and one or two additional methylene units of L ² are optionally and independently replaced by cyclopropylene, — 0 — , — N(R) — , or — C(O) — ; and Y is hydrogen or C 1-6 aliphatic optionally substituted with oxo, halogen, NO ₂ , or CN; or

(c) L ² is a bivalent C _2-8 straight or branched, hydrocarbon chain wherein L ² has at least one double bond and at least one methylene unit of L ² is replaced by — C(O) — , and one or two additional methylene units of L ² are optionally and independently replaced by cyclopropylene, — 0 — , — N(R) — , or — C(O) — ; and Y is hydrogen or C _1-6 aliphatic optionally substituted with oxo, halogen, NO ₂ , or CN; or

(d) L ² is a bivalent C _2-8 straight or branched, hydrocarbon chain wherein L ² has at least one double bond and at least one methylene unit of L ² is replaced by — C(O) — ; and Y is hydrogen or C 1-6 aliphatic optionally substituted with oxo, halogen, NO ₂ , or CN; or

(e) L ² is a bivalent C _2-8 straight or branched, hydrocarbon chain wherein L ² has at least one double bond and at least one methylene unit of L ² is replaced by — OC(O) — ; and Y is hydrogen or C 1-6 aliphatic optionally substituted with oxo, halogen, NO ₂ , or CN; or

(f) L ² is — NRC(O)CH=CH— , — NRC(O)CH=CHCH ₂ N(CH ₃ )—, — NRC(O)CH=CHCH ₂ O— —

CH ₂ NRC(O)CH=CH— , — NRSO ₂ CH=CH— , — NRSO ₂ CH=CHCH ₂ — , — NRC(O)(C=N ₂ )— , — NRC(O)(C=N ₂ )C(O)— , — NRC(O)CH=CHCH ₂ N(CH ₃ )— , — NRSO ₂ CH=CH— , — NRSO ₂ CH=CHCH ₂ — — NRC(O)CH=CHCH ₂ O— , — NRC(O)C(=CH ₂ )CH ₂ — , — CH ₂ NRC(O)— , — CH ₂ NRC(O)CH=CH— , — CH ₂ CH ₂ NRC(O)— , or — CH ₂ NRC(O)cyclopropylene-; wherein R is H or optionally substituted C _1-6 aliphatic; and Y is hydrogen or C _1-6 aliphatic optionally substituted with oxo, halogen, NO ₂ , or CN; or

(g) L ² is — NHC(O)CH=CH— — NHC(O)CH=CHCH ₂ N(CH ₃ )—, — NHC(O)CH=CHCH ₂ O— —

CH ₂ NHC(O)CH=CH— — NHSO ₂ CH=CH— — NHSO ₂ CH=CHCH ₂ — , — NHC(O)(C=N ₂ )— , — NHC(O)(C=N ₂ )C(O)— , — NHC(O)CH=CHCH ₂ N(CH ₃ )— — NHSO ₂ CH=CH— — NHSO ₂ CH=CHCH ₂ — — NHC(O)CH=CHCH ₂ O— , — NHC(O)C(=CH ₂ )CH ₂ — , — CH ₂ NHC(O)— , — CH ₂ NHC(O)CH=CH— — CH ₂ CH ₂ NHC(O)—, or —

CH ₂ NHC(O)cyclopropylene-; and Y is hydrogen or C _1-6 aliphatic optionally substituted with oxo, halogen, NO ₂ , or CN; or

(h) L ² is a bivalent C _2-8 straight or branched, hydrocarbon chain wherein L ² has at least one alkylidenyl double bond and at least one methylene unit of L ² is replaced by — C(O) — , — NRC(O) — , — C(O)NR— , — N(R)SO ₂ — , — SO ₂ N(R)— , — S— , — S(O)— , — SO ₂ — , — OC(O)— , or — C(O)O — , and one or two additional methylene units of L ² are optionally and independently replaced by cyclopropylene, — 0 — , — N(R) — , or — C(O) — ; and Y is hydrogen or C _1-6 aliphatic optionally substituted with oxo, halogen, NO ₂ , or CN; or

(i) L ² is a bivalent C _2-8 straight or branched, hydrocarbon chain wherein L ² has at least one triple bond and one or two additional methylene units of L ² are optionally and independently replaced by — NRC(O)— , — C(O)NR— , — N(R)SO ₂ — , — SO ₂ N(R)— , — S— , — S(O)— , — SO ₂ — , — OC(O)— , or — C(O)O — , and Y is hydrogen or C _1-6 aliphatic optionally substituted with oxo, halogen, NO ₂ , or CN; or

(j) L ² is — C=C— , — C=CCI l ₂ N( isopropyl)-, — NHC(O)C=CCH ₂ CH ₂ — , — CH ₂ — C=C =CI 1 ₂ , —

C=CCH ₂ O— , — CH ₂ C(O)OC— , — C(C))C=C— , or — CH ₂ C(=C))C=C— ; and Y is hydrogen or C _1-6 aliphatic optionally substituted with oxo, halogen, NO ₂ , or CN; or

(k) L ² is a bivalent C ₂ .x straight or branched, hydrocarbon chain wherein one methylene unit of L ² is replaced by cyclopropylene and one or two additional methylene units of L ² are independently replaced by — NRC(O)— , — C(O)NR— , — N(R)SO ₂ — , — SO ₂ N(R)— , — S— — S(O)— , — SO ₂ — , — OC(O) — , or — C(O)O — ; and Y is hydrogen or C _1-6 aliphatic optionally substituted with oxo, halogen, NO ₂ , or CN; or

(l) L ² is a covalent bond and Y is selected from:

(i) C _1-6 alkyl substituted with oxo, halogen, NO ₂ , or CN;

(ii) C ₂ -6alkenyl optionally substituted with oxo, halogen, NO ₂ , or CN; or

(hi) C _2-6 alkynyl optionally substituted with oxo, halogen, NO ₂ , or CN; or

(iv) a saturated 3-4 membered heterocyclic ring having 1 heteroatom selected from oxygen or nitrogen wherein said ring is substituted with 1 -2 R ^e groups, wherein each R ^e is as defined above and described herein; or

(v) a saturated 5-6 membered heterocyclic ring having 1-2 heteroatom selected from oxygen or nitrogen wherein said ring is substituted with 1 -4 R ^e groups, wherein each R ^e is as defined above and described herein; or wherein each R, Q, Z, and R ^e is as defined above and described herein; or

(vii) a saturated 3-6 membered carbocyclic ring, wherein said ring is substituted with 1-4 R ^e groups, wherein each R ^e is as defined above and described herein; or

(viii) a partially unsaturated 3-6 membered monocyclic ring having 0-3 heteroatoms independently selected from nitrogen, oxygen, or sulfur, wherein said ring is substituted with 1 -4 R ^e groups, wherein each R ^e is as defined above and described herein; or

(ix) a partially unsaturated 3-6 membered carbocyclic ring, wherein said ring is substituted with 1-4 R ^e groups, wherein each R ^e is as defined above and described herein; or

(x) ¹ wherein each R ^e is as defined above and described herein; or

(xi) a partially unsaturated 4-6 membered heterocyclic ring having 1-2 heteroatoms independently selected from nitrogen, oxygen, or sulfur, wherein said ring is substituted with 1-4 R ^e groups, wherein each R ^e is as defined above and described herein; or each R and R ^e is as defined above and described herein; or

(xiii) a 6-membered aromatic ring having 0-2 nitrogens wherein said ring is substituted with 1 -

4 R ^e groups, wherein each R ^e group is as defined above and described herein; or wherein each R ^e is as defined above and described herein; or

(xv) a 5-membered heteroaryl ring having 1-3 heteroatoms independently selected from nitrogen, oxygen, or sulfur, wherein said ring is substituted with 1 -3 R ^e groups, wherein each R ^e group is as defined above and described herein; or

(xvi) wherein each R and R ^e is as defined above and described herein; or (xvii) an 8-10 membered bicyclic, saturated, partially unsaturated, or aryl ring having 0-3 heteroatoms independently selected from nitrogen, oxygen, or sulfur, wherein said ring is substituted with 1-4 R ^e groups, wherein R ^e is as defined above and described herein;

(m) L ² is — C(O) — and Y is selected from:

(i) C _1-6 alkyl substituted with oxo, halogen, NO ₂ , or CN; or

(ii) C2-ealkenyl optionally substituted with oxo, halogen, NO ₂ , or CN; or

(iii) C2-ealkynyl optionally substituted with oxo, halogen, NO ₂ , or CN; or

(iv) a saturated 3-4 membered heterocyclic ring having 1 heteroatom selected from oxygen or nitrogen wherein said ring is substituted with 1 -2 R ^e groups, wherein each R ^e is as defined above and described herein; or

(v) a saturated 5-6 membered heterocyclic ring having 1-2 heteroatom selected from oxygen or nitrogen wherein said ring is substituted with 1 -4 R ^e groups, wherein each R ^e is as defined above and described herein; or wherein each R, Q, Z, and R ^e is as defined above and described herein; or

(vii) a saturated 3-6 membered carbocyclic ring, wherein said ring is substituted with 1-4 R ^e groups, wherein each R ^e is as defined above and described herein; or

(viii) a partially unsaturated 3-6 membered monocyclic ring having 0-3 heteroatoms independently selected from nitrogen, oxygen, or sulfur, wherein said ring is substituted with 1-4 R ^e groups, wherein each R ^e is as defined above and described herein; or

(ix) a partially unsaturated 3-6 membered carbocyclic ring, wherein said ring is substituted with 1-4 R ^e groups, wherein each R ^e is as defined above and described herein; or

(x) , wherein each R ^e is as defined above and described herein; or

(xi) a partially unsaturated 4-6 membered heterocyclic ring having 1-2 heteroatoms independently selected from nitrogen, oxygen, or sulfur, wherein said ring is substituted with 1 -4 R ^e groups, wherein each R ^e is as defined above and described herein; or wherein each R and R ^e is as defined above and described herein; or

(xiii) a 6-membered aromatic ring having 0-2 nitrogens wherein said ring is substituted with 1 -

4 R ^e groups, wherein each R ^e group is as defined above and described herein; or wherein each R ^e is as defined above and described herein; or

(xv) a 5-membered heteroaryl ring having 1-3 heteroatoms independently selected from nitrogen, oxygen, or sulfur, wherein said ring is substituted with 1 -3 R ^e groups, wherein each R ^e group is as defined above and described herein; or wherein each R and R ^e is as defined above and described herein; or

(xvii) an 8-10 membered bicyclic, saturated, partially unsaturated, or aryl ring having 0-3 heteroatoms independently selected from nitrogen, oxygen, or sulfur, wherein said ring is substituted with 1-4 R ^e groups, wherein R ^e is as defined above and described herein;

(n) L ² is — N(R)C(O) — and Y is selected from:

(i) C _1-6 alkyl substituted with oxo, halogen, NO ₂ , or CN; or

(ii) Cz-galkenyl optionally substituted with oxo, halogen, NO ₂ , or CN; or

(iii) C2-galkynyl optionally substituted with oxo, halogen, NO ₂ , or CN; or (iv) a saturated 3-4 membered heterocyclic ring having 1 heteroatom selected from oxygen or nitrogen wherein said ring is substituted with 1 -2 R ^e groups, wherein each R ^e is as defined above and described herein; or

(v) a saturated 5-6 membered heterocyclic ring having 1-2 heteroatom selected from oxygen or nitrogen wherein said ring is substituted with 1 -4 R ^e groups, wherein each R ^e is as defined above and described herein; or ¹ wherein each R, Q, Z, and R ^e is as defined above and described herein; or

(vii) a saturated 3-6 membered carbocyclic ring, wherein said ring is substituted with 1-4 R ^e groups, wherein each R ^e is as defined above and described herein; or

(viii) a partially unsaturated 3-6 membered monocyclic ring having 0-3 heteroatoms independently selected from nitrogen, oxygen, or sulfur, wherein said ring is substituted with 1 -4 R ^e groups, wherein each R ^e is as defined above and described herein; or

(ix) a partially unsaturated 3-6 membered carbocyclic ring, wherein said ring is substituted with

1-4 R ^e groups, wherein each R ^e is as defined above and described herein; or wherein each R ^e is as defined above and described herein; or

(xi) a partially unsaturated 4-6 membered heterocyclic ring having 1-2 heteroatoms independently selected from nitrogen, oxygen, or sulfur, wherein said ring is substituted with 1 -4 R ^e groups, wherein each R ^e is as defined above and described herein; or

₍ (xn ...) , w .herei .n eac .h R _D and R ^e is as defined above and described herein; or

(xiii) a 6-membered aromatic ring having 0-2 nitrogens wherein said ring is substituted with 1 -

4 R ^e groups, wherein each R ^e group is as defined above and described herein; or wherein each R ^e is as defined above and described herein; or

(xv) a 5-membered heteroaryl ring having 1-3 heteroatoms independently selected from nitrogen, oxygen, or sulfur, wherein said ring is substituted with 1 -3 R ^e groups, wherein each R ^e group is as defined above and described herein; or wherein each R and R ^e is as defined above and described herein; or

(xvii) an 8-10 membered bicyclic, saturated, partially unsaturated, or aryl ring having 0-3 heteroatoms independently selected from nitrogen, oxygen, or sulfur, wherein said ring is substituted with 1 -4 R ^e groups, wherein R ^e is as defined above and described herein;

(o) L ² is a bivalent C _1- 8 saturated or unsaturated, straight or branched, hydrocarbon chain; and Y is selected from:

(i) C _1-6 alkyl substituted with oxo, halogen, NO ₂ , or CN;

(ii) C2-6alkenyl optionally substituted with oxo, halogen, NO ₂ , or CN; or

(iii) Cz-galkynyl optionally substituted with oxo, halogen, NO ₂ , or CN; or

(iv) a saturated 3-4 membered heterocyclic ring having 1 heteroatom selected from oxygen or nitrogen wherein said ring is substituted with 1 -2 R ^e groups, wherein each R ^e is as defined above and described herein; or

(v) a saturated 5-6 membered heterocyclic ring having 1-2 heteroatom selected from oxygen or nitrogen wherein said ring is substituted with 1 -4 R ^e groups, wherein each R ^e is as defined above and described herein; or wherein each R, Q, Z, and R ^e is as defined above and described herein; or

(vii) a saturated 3-6 membered carbocyclic ring, wherein said ring is substituted with 1-4 R ^e groups, wherein each R ^e is as defined above and described herein; or

(viii) a partially unsaturated 3-6 membered monocyclic ring having 0-3 heteroatoms independently selected from nitrogen, oxygen, or sulfur, wherein said ring is substituted with 1 -4 R ^e groups, wherein each R ^e is as defined above and described herein; or

(ix) a partially unsaturated 3-6 membered carbocyclic ring, wherein said ring is substituted with

1-4 R ^e groups, wherein each R ^e is as defined above and described herein; or

(x) , wherein each R ^e is as defined above and described herein; or

(xi) a partially unsaturated 4-6 membered heterocyclic ring having 1-2 heteroatoms independently selected from nitrogen, oxygen, or sulfur, wherein said ring is substituted with 1-4 R ^e groups, wherein each R ^e is as defined above and described herein; or each R and R ^e is as defined above and described herein; or

(xiii) a 6-membered aromatic ring having 0-2 nitrogens wherein said ring is substituted with 1 -

4 R ^e groups, wherein each R ^e group is as defined above and described herein; or wherein each R ^e is as defined above and described herein; or

(xv) a 5-membered heteroaryl ring having 1-3 heteroatoms independently selected from nitrogen, oxygen, or sulfur, wherein said ring is substituted with 1 -3 R ^e groups, wherein each R ^e group is as defined above and described herein; or wherein each R and R ^e is as defined above and described herein; or

(xvii) an 8-10 membered bicyclic, saturated, partially unsaturated, or aryl ring having 0-3 heteroatoms independently selected from nitrogen, oxygen, or sulfur, wherein said ring is substituted with 1 -4 R ^e groups, wherein R ^e is as defined above and described herein;

(p) L ² is a covalent bond, — CH ₂ — , — NH— , — C(O)— , — CH ₂ NH— , — NHCH ₂ — , — NHC(O)— , — NHC(O)CH ₂ OC(O)— , — CH ₂ NHC(O)— , — NHSO ₂ — , — NHSO ₂ CH ₂ — , —

NHC(O)CH ₂ OC(O) — , or — SO ₂ NH — ; and Y is selected from:

(i) C _1-6 alkyl substituted with oxo, halogen, NO ₂ , or CN; or

(ii) C _2-6 alkenyl optionally substituted with oxo, halogen, NO ₂ , or CN; or

(iii) C _2-6 alkynyl optionally substituted with oxo, halogen, NO ₂ , or CN; or

(iv) a saturated 3-4 membered heterocyclic ring having 1 heteroatom selected from oxygen or nitrogen wherein said ring is substituted with 1 -2 R ^e groups, wherein each R ^e is as defined above and described herein; or

(v) a saturated 5-6 membered heterocyclic ring having 1-2 heteroatom selected from oxygen or nitrogen wherein said ring is substituted with 1 -4 R ^e groups, wherein each R ^e is as defined above and described herein; or wherein each R, Q, Z, and R ^e is as defined above and described herein; or

(vii) a saturated 3-6 membered carbocyclic ring, wherein said ring is substituted with 1-4 R ^e groups, wherein each R ^e is as defined above and described herein; or (viii) a partially unsaturated 3-6 membered monocyclic ring having 0-3 heteroatoms independently selected from nitrogen, oxygen, or sulfur, wherein said ring is substituted with 1 -4 R ^e groups, wherein each R ^e is as defined above and described herein; or

(ix) a partially unsaturated 3-6 membered carbocyclic ring, wherein said ring is substituted with

1-4 R ^e groups, wherein each R ^e is as defined above and described herein; or wherein each R ^e is as defined above and described herein; or

(xi) a partially unsaturated 4-6 membered heterocyclic ring having 1-2 heteroatoms independently selected from nitrogen, oxygen, or sulfur, wherein said ring is substituted with 1 -4 R ^e groups, wherein each R ^e is as defined above and described herein; or

R and R ^e is as defined above and described herein; or

(xiii) a 6-membered aromatic ring having 0-2 nitrogens wherein said ring is substituted with 1 -

4 R ^e groups, wherein each R ^e group is as defined above and described herein; or wherein each R ^e is as defined above and described herein; or

(xv) a 5-membered heteroaryl ring having 1-3 heteroatoms independently selected from nitrogen, oxygen, or sulfur, wherein said ring is substituted with 1 -3 R ^e groups, wherein each R ^e group is as defined above and described herein; or wherein each R and R ^e is as defined above and described herein; or

(xvii) an 8-10 membered bicyclic, saturated, partially unsaturated, or aryl ring having 0-3 heteroatoms independently selected from nitrogen, oxygen, or sulfur, wherein said ring is substituted with 1-4 R ^e groups, wherein R ^e is as defined above and described herein.

[0700] In certain embodiments, the Y group is selected from those set forth in Table 3A below, wherein each wavy line indicates the point of attachment to the rest of the molecule.

Table 3A. Exemplary Y groups zzz aaaa bbbb cccc dddd

wherein each R ^e is independently a suitable leaving group, NO ₂ , CN or oxo.

[0701] In certain embodiments, a warhead group is — C=CH, — C=CCH ₂ NH(isopropyl), — NHC(O)C=CCH ₂ CH ₃ , — CH ₂ — C=C=CH ₃ , — C =CCH ₂ OH, — CH ₂ C(O)C=CH, — C(O)C=CH, or — CH ₂ C(=O)C=CH. In some embodiments, R ¹ is selected from — NHC(O)CH=CH ₂ , — NHC(O)CH=CHCH ₂ N(CH ₃ ) ₂ , or — CH ₂ NHC(O)CH=CH ₂ .

[0702] In certain embodiments, a warhead group is selected from those set forth in Table 3B, below, wherein each wavy line indicates the point of attachment to the rest of the molecule. tttttt uuuuuu VFFVFI’ MWHW OF XXXXXX wherein each R ^e is independently a suitable leaving group, NO ₂ , CN, or oxo.

[0703] In some embodiments, Y of a warhead group is an isoxazoline compound or derivative capable of covalently binding to serine. In some embodiments, Y of a warhead group is an isoxazoline compound or derivative described in WO 2010135360, the entire content of which is incorporated herein by reference.

As understood by one skilled in the art, an isoxazoline compound or derivative described in WO 2010135360, as Y of a warhead group, can covalently connect to L ² of the warhead group at any reasonable position of the isoxazoline compound or derivative. In some embodiments, Y of a warhead group is: wherein G, R ^a , and R ^c are:

Degradation Inducing Moiety (DIM) [0704] In certain embodiments, the present invention provides a compound of formula I:

I or a pharmaceutically acceptable salt thereof, wherein L and CBM are as described above and herein, and DIM is a degradation inducing moiety selected from LBM, a lysine mimetic, or a hydrogen atom.

[0705] In some embodiments, DIM is LBM as described above and herein. In some embodiments, DIM is a lysine mimetic. In some embodiments, the covalent attachment of ubiquitin to CDK2 protein is achieved through the action of a lysine mimetic. In some embodiments, upon the binding of a compound of formula I to CDK2 protein, the moiety that mimics a lysine undergoes ubiquitination thereby marking CDK2 protein for degradation via the Ubiquitin-Proteasome Pathway (UPP).

[0706] In some embodiments, DIM is . In some embodiments, DIM is . In some embodiments,

[0707] In some embodiments, DIM is selected from those depicted in Table 2, below.

[0708] In some embodiments, the present invention provides the compound of formula I as a compound of formula I-aaaa:

I-aaaa or a pharmaceutically acceptable salt thereof, wherein each of CBM and L is as defined above and described in embodiments herein, both singly and in combination.

[0709] In some embodiments, the present invention provides the compound of formula I as a compound of formula I-aaaa-1:

I-aaaa-1 or a pharmaceutically acceptable salt thereof, wherein each of CBM and L is as defined above and described in embodiments herein, both singly and in combination.

[0710] In some embodiments, the present invention provides the compound of formula I as a compound of formula I-aaaa-2:

I-aaaa-2 or a pharmaceutically acceptable salt thereof, wherein each of CBM and L is as defined above and described in embodiments herein, both singly and in combination.

[0711] In certain embodiments, the present invention provides a compound of Formula I, wherein

DIM is a lysine mimetic , , or thereby forming a compound of Formulae I-bbbb-1, 1-bbbb-2, or I- bbbb-3, respectively:

I-bbbb-2

Lbbbb-3 or a pharmaceutically acceptable salt thereof, wherein L and CBM are as defined above and described in embodiments herein, and wherein each of the variables R ¹ , R ⁴ , R ⁵ , A, B, E, Y, Y ^† , Z, Z ^† , and k are as defined and described in U.S. Pat. No. 7,622,496, the entirety of each of which is herein incorporated by reference.

Hydrogen Atom

[0712] In some embodiments, DIM is a hydrogen atom. In some embodiments, the covalent attachment of ubiquitin to CDK2 protein is achieved through a provided compound wherein DIM is a hydrogen atom. In some embodiments, upon the binding of a compound of formula I to CDK2 protein, the moiety being hydrogen effectuates ubiquitination thereby marking CDK2 protein for degradation via the Ubiquitin- Proteasome Pathway (UPP).

[0713] In some embodiments, DIM is selected from those depicted in Table 2, below.

[0714] In some embodiments, the present invention provides the compound of formula I wherein DIM is a hydrogen atom, thereby forming a compound of formula I-cccc:

I-cccc or a pharmaceutically acceptable salt thereof, wherein each of CBM and L is as defined above and described in embodiments herein, both singly and in combination.

Linker (L)

[0715] As defined above and described herein, L is a bivalent moiety that connects CBM to LBM or CBM to DIM.

[0716] In some embodiments, L is a bivalent moiety that connects CBM to LBM. In some embodiments, L is a bivalent moiety that connects CBM to DIM. In some embodiments, L is a bivalent moiety that connects CBM to a lysine mimetic.

[0717] In some embodiments, L is a covalent bond or a bivalent, saturated or partially unsaturated, straight or branched C1.50 hydrocarbon chain, wherein 0-6 methylene units of L are independently replaced by -Cy-, -O-, -NR-, -SiR ₂ -, -Si(OH)R- -Si(OH) ₂ - -P(O)OR- -P(O)R- -P(O)NR ₂ -, -S-, -OC(O)-, - C(O)O-, -C(O)-, -S(O)-, -S(O) ₂ -, -NRS(O) ₂ -, -S(O) ₂ NR-, -NRC(O)-, -C(O)NR-, -OC(O)NR-, -NRC(O)O- , w ere n: each -Cy- is independently an optionally substituted bivalent ring selected from phenylenyl, an 8-10 membered bicyclic arylenyl, a 4-7 membered saturated or partially unsaturated carbocyclylenyl, a 6- 11 membered saturated or partially unsaturated spiro carbocyclylenyl, an 8- 10 membered bicyclic saturated or partially unsaturated carbocyclylenyl, a 4-7 membered saturated or partially unsaturated heterocyclylenyl having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, a 6-11 membered saturated or partially unsaturated spiro heterocyclylenyl having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, an 8-10 membered bicyclic saturated or partially unsaturated heterocyclylenyl having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, a 5-6 membered heteroarylenyl having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and an 8-10 membered bicyclic heteroarylenyl having 1-5 heteroatoms independently selected from nitrogen, oxygen, and sulfur, each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: two R groups on the same nitrogen are optionally taken together with their intervening atoms to form a 4-7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the nitrogen, independently selected from nitrogen, oxygen, and sulfur, and; r is 0, 1, 2, 3, 4, 5, 6, 7, 8, 9, or 10.

In some embodiments, L is substituted with deuterium. [0718] In some embodiments, each -Cy- is independently an optionally substituted bivalent phenylenyl. In some embodiments, each -Cy- is independently an optionally substituted 8-10 membered bicyclic arylenyl. In some embodiments, each -Cy- is independently an optionally substituted 4-7 membered saturated or partially unsaturated carbocyclylenyl. In some embodiments, each -Cy- is independently an optionally substituted 6-11 membered saturated or partially unsaturated spiro carbocyclylenyl. In some embodiments, each -Cy- is independently an optionally substituted 8-10 membered bicyclic saturated or partially unsaturated carbocyclylenyl. In some embodiments, each -Cy- is independently an optionally substituted 4-7 membered saturated or partially unsaturated heterocyclylenyl having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, each -Cy- is independently an optionally substituted 6- 11 membered saturated or partially unsaturated spiro heterocyclylenyl having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, each -Cy- is independently an optionally substituted 8-10 membered bicyclic saturated or partially unsaturated heterocyclylenyl having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, each -Cy- is independently an optionally substituted 5-6 membered heteroarylenyl having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur. In some embodiments, each -Cy- is independently an optionally substituted 8-10 membered bicyclic heteroarylenyl having 1-5 heteroatoms independently selected from nitrogen, oxygen, and sulfur. [0719] In some embodiments, -Cy- is substituted with one or more halogen, optionally substituted C _1- 6 alkyl, or cyclopropylenyl.

[0720] In some embodiments, -Cy- is substituted with C _1-6 alkyl (e.g., methyl, ethyl, isopropyl). In some embodiments, -Cy- is substituted with methyl. In some embodiments, -Cy- is substituted with two methyls. In some embodiments, -Cy- is substituted with geminal dimethyl. In some embodiments, -Cy- is substituted with -CHF2. In some embodiments, -Cy- is substituted with -Cl hO c. In some embodiments, -Cy- is substituted with oxo. In some embodiments, -Cy- is substituted with halogen. In some embodiments, -Cy- is substituted with fluoro. In some embodiments, -Cy- is substituted with geminal difluoro. In some embodiments, -Cy- is substituted with -OH. In some embodiments, -Cy- is substituted with -NR ₂ .

[0721] In some embodiments, -Cy- is selected from those depicted in Table 2, below.

[0722] In some embodiments, r is 0. In some embodiments, r is 1. In some embodiments, r is 2. In some embodiments, r is 3. In some embodiments, r is 4. In some embodiments, r is 5. In some embodiments, r is 6. In some embodiments, r is 7. In some embodiments, r is 8. In some embodiments, r is 9. In some embodiments, r is 10.

[0723] In some embodiments, r is selected from those depicted in Table 2, below. [0724] In some embodiments, L is -NR-(C _1-10 aliphatic)-. In some embodiments, L is -(C _1-10 aliphatic)- NR-(C _1-10 aliphatic)-. In some embodiments, L is -(C _1-10 aliphatic)-NR-(CH ₂ CH ₂ O) _1-10 CH ₂ CH ₂ -. In some embodiments, L is -Cy-NR-(C _1-10 aliphatic)-. In some embodiments, L is -Cy-(C _1-10 aliphatic)-NR-. In some embodiments, L is -Cy-(C _1-10 aliphatic)-NR-(C _1-10 aliphatic)-. In some embodiments, L is -(C _1-10 aliphatic)-Cy-NR-(C _1-10 aliphatic)-. In some embodiments, L is -(C _1-10 aliphatic)-Cy-(C _1-10 aliphatic)-NR-. In some embodiments, L is -(C _1-10 aliphatic)-Cy-(C _1-10 aliphatic)-NR-(C _1-10 aliphatic)-. In some embodiments, L is -Cy-(C _1-10 aliphatic)-Cy-NR-. In some embodiments, L is -Cy-(C _1-10 aliphatic)-NR-Cy- . In some embodiments, L is -Cy-(C _1-10 aliphatic)-Cy-NR-(C _1-10 aliphatic)-. In some embodiments, L is - Cy-(C _1-10 aliphatic)-NR-Cy-(C _1-10 aliphatic)-.

[0725] In some embodiments, L is -CONR-(C _1-10 aliphatic)-. In some embodiments, L is -(C _1-10 aliphatic)-CONR-(C _1-10 aliphatic)-. In some embodiments, L is -(C _1-10 aliphatic)-CONR-(CH ₂ CH ₂ O) _{1- 10} CH ₂ CH ₂ -. In some embodiments, L is -Cy-CONR-(C _1-10 aliphatic)-. In some embodiments, L is -Cy-(C _{1- 10} aliphatic)-CONR-. In some embodiments, L is -Cy-(C _1-10 aliphatic)-CONR-(C _1-10 aliphatic)-. In some embodiments, L is -(C _1-10 aliphatic)-Cy-CONR-(C _1-10 aliphatic)-. In some embodiments, L is -(C _1-10 aliphatic)-Cy-(C _1-10 aliphatic)-CONR-. In some embodiments, L is -(C _1-10 aliphatic)-Cy-(C _1-10 aliphatic)- CONR-(CMO aliphatic)-. In some embodiments, L is -Cy-(C _1-10 aliphatic)-Cy-CONR-. In some embodiments, L is -Cy-(C _1-10 aliphatic)-CONR-Cy-. In some embodiments, L is -Cy-(C _1-10 aliphatic)-Cy- CONR-(C _1-10 aliphatic)-. In some embodiments, L is -Cy-(C _1-10 aliphatic)-CONR-Cy-(C _1-10 aliphatic)-.

[0726] In some embodiments, L is -NRCO-(C _1-10 aliphatic)-. In some embodiments, L is -(C _1-10 aliphatic)-NRCO-(C _1-10 aliphatic)-. In some embodiments, L is -(C _1-10 aliphatic)-NRCO-(CH ₂ CH ₂ O) _{1- 10} CH ₂ CH ₂ -. In some embodiments, L is -Cy-NRCO-(C _1-10 aliphatic)-. In some embodiments, L is -Cy-(C _{1- 10} aliphatic)-NRCO-. In some embodiments, L is -Cy-(C _1-10 aliphatic)-NRCO-(C _1-10 aliphatic)-. In some embodiments, L is -(C _1-10 aliphatic)-Cy-NRCO-(C _1-10 aliphatic)-. In some embodiments, L is -(C _1-10 aliphatic)-Cy-(C _1-10 aliphatic)-NRCO-. In some embodiments, L is -(C _1-10 aliphatic)-Cy-(C _1-10 aliphatic)- NRCO-(C _1-10 aliphatic)-. In some embodiments, L is -Cy-(C _1-10 aliphatic)-Cy-NRCO-. In some embodiments, L is -Cy-(C _1-10 aliphatic)-NRCO-Cy-. In some embodiments, L is -Cy-(C _1-10 aliphatic)-Cy- NRCO-(C _1-10 aliphatic)-. In some embodiments, L is -Cy-(C _1-10 aliphatic)-NRCO-Cy-(C _1-10 aliphatic)-.

[0727] In some embodiments, L is -O-(C _1-10 aliphatic)-. In some embodiments, L is -(C _1-10 aliphatic)- O-(C _1-10 aliphatic)-. In some embodiments, L is -(C _1-10 aliphatic)-O-(CH ₂ CH ₂ O) _1-10 CH ₂ CH ₂ -. In some embodiments, L is -Cy-O-(C _1-10 aliphatic)-. In some embodiments, L is -Cy-(C _1-10 aliphatic)-O-. In some embodiments, L is -Cy-(C _1-10 aliphatic)-O-(C _1-10 aliphatic)-. In some embodiments, L is -(C _1-10 aliphatic)- Cy-O-(C _1-10 aliphatic)-. In some embodiments, L is -(C _1-10 aliphatic)-Cy-(C _1-10 aliphatic) -O-. In some embodiments, L is -(C _1-10 aliphatic)-Cy-(C _1-10 aliphatic)-O-(C _1-10 aliphatic)-. In some embodiments, L is - Cy-(C _1-10 aliphatic)-Cy-O-.In some embodiments, L is -Cy-(C _1-10 aliphatic)-O-Cy-.In some embodiments, L is -Cy-(C _1-10 aliphatie)-Cy-O-(C _1-10 aliphatic)-. In some embodiments, L is -Cy-(C _1-10 aliphatic)-O-Cy-(C _{1- 10} aliphatic)-.

[0728] In some embodiments, L is -Cy-(C _1-10 aliphatic)-. In some embodiments, L is -(C _1-10 aliphatic)-

Cy-(C _1-10 aliphatic)-. In some embodiments, L is -(C _1-10 aliphatic)-Cy-(CH ₂ CH ₂ O) _1-10 CH ₂ CH ₂ -. In some embodiments, L is -Cy-(C _1-10 aliphatic)-Cy-. In some embodiments, L is -Cy-(C _1-10 aliphatic)-Cy-(C _1-10 aliphatic)-. In some embodiments, L is -Cy-(C _1-10 aliphatic)-Cy-(C _1-10 aliphatic)-Cy-. In some embodiments, L is -(C _1-10 aliphatic)-Cy-(C _1-10 aliphatic)-Cy-(C _1-10 aliphatic)-.

[0729] In some embodiments, L is -NR-(CH ₂ ) _1-10 -. In some embodiments, L is -(CH ₂ ) _1-10 -NR-(CH ₂ ) _{1- 10} -. In some embodiments, L is -(CH ₂ ) _1-10 -NR-(CH ₂ CH ₂ O) _1-10 CH ₂ CH ₂ -. In some embodiments, L is -Cy- NR-(CH ₂ ) _1-10 -. In some embodiments, L is -Cy-(CH ₂ ) _1-10 -NR-. In some embodiments, L is -Cy-(CH ₂ ) _1-10 - NR-(CH ₂ ) _1-10 -. In some embodiments, L is -(CH ₂ ) _1-10 -Cy-NR-(CH ₂ ) _1-10 -. In some embodiments, L is - (CH ₂ ) _1-10 -Cy-(CH ₂ ) _1-10 -NR-. In some embodiments, L is -(CH ₂ ) _1-10 -Cy-(CH ₂ ) _1-10 -NR-(CH ₂ ) _1-10 -. In some embodiments, L is -Cy-(CH ₂ ) _1-10 -Cy-NR-. In some embodiments, L is -Cy-(CH ₂ ) _1-10 -NR-Cy-. In some embodiments, L is -Cy-(CH ₂ ) _1-10 -Cy-NR-(CH ₂ ) _1-10 -. In some embodiments, L is -Cy-(CH ₂ ) _1-10 -NR-Cy- (CH ₂ ) _1-10 -.

[0730] In some embodiments, L is -CONR-(CH ₂ ) _1-10 -. In some embodiments, L is -(CH ₂ ) _1-10 -CONR- (CH ₂ ) _1-10 -. In some embodiments, L is -(CH ₂ ) _1-10 -CONR-(CH ₂ CH ₂ O) _1-10 CH ₂ CH ₂ -. In some embodiments, L is -Cy-CONR-(CH ₂ ) _1-10 -. In some embodiments, L is -Cy-(CH ₂ ) _1-10 -CONR-. In some embodiments, L is -Cy-(CH ₂ ) _1-10 -CONR-(CH ₂ ) _1-10 -- In some embodiments, L is -(CH ₂ ) _1-10 -Cy-CONR-(CH ₂ ) _1-10 -. In some embodiments, L is -(CH ₂ ) _1-10 -Cy-(CH ₂ ) _1-10 -CONR-. In some embodiments, L is -(CH ₂ ) _1-10 -Cy-(CH ₂ ) _1-10 - CONR-(CH ₂ ) _1-10 -. In some embodiments, L is -Cy-(CH ₂ ) _1-10 -Cy-CONR-. In some embodiments, L is -Cy- (CH ₂ ) _1-10 -CONR-Cy-. In some embodiments, L is -Cy-(CH ₂ ) _1-10 -Cy-CONR-(CH ₂ ) _1-10 -. In some embodiments, L is -Cy-(CH ₂ ) _1-10 -CONR-Cy-(CH ₂ ) _1-10 -.

[0731] In some embodiments, L is -NRCO-(CH ₂ ) _1-10 -. In some embodiments, L is -(CH ₂ ) _1-10 -NRCO- (CH ₂ ) _1-10 -. In some embodiments, L is -(CH ₂ ) _1-10 -NRCO-(CH ₂ CH ₂ O) _1- WCH ₂ CH ₂ -. In some embodiments, L is -Cy-NRCO-(CH ₂ ) _1-10 -. In some embodiments, L is -Cy-(CH ₂ ) _1-10 -NRCO-. In some embodiments, L is -Cy-(CH ₂ ) _1-10 -NRCO-(CH ₂ ) _1-10 -. In some embodiments, L is -(CH ₂ ) _1-10 -Cy-NRCO-(CH ₂ ) _1-10 -. In some embodiments, L is -(CH ₂ ) _1-10 -Cy-(CH ₂ ) _1-10 -NRCO-. In some embodiments, L is -(CH ₂ ) _1-10 -Cy-(CH ₂ ) _1-10 - NRCO-(CH ₂ ) _1-10 -. In some embodiments, L is -Cy-(CH ₂ ) _1-10 -Cy-NRCO-. In some embodiments, L is -Cy- (CH ₂ ) _1-10 -NRCO-Cy-. In some embodiments, L is -Cy-(CH ₂ ) _1-10 -Cy-NRCO-(CH ₂ ) _1-10 -. In some embodiments, L is -Cy-(CH ₂ ) _1-10 -NRCO-Cy-(CH ₂ ) _1-10 -.

[0732] In some embodiments, L is -O-(CH ₂ ) _1-10 -. In some embodiments, L is -(CH ₂ ) _1-10 -O-(CH ₂ ) _1-10 -. In some embodiments, L is -(CH ₂ ) _1-10 -O-(CH ₂ CH ₂ O) _1-10 CH ₂ CH ₂ -. In some embodiments, L is -Cy-O- (CH ₂ ) _1-10 -. In some embodiments, L is -Cy-(CH ₂ ) _1-10 -O-. In some embodiments, L is -Cy-(CH ₂ ) _1-10 -O- (CH ₂ ) _1-10 -. In some embodiments, L is -(CH ₂ ) _1-10 -Cy-O-(CH ₂ ) _1-10 -. In some embodiments, L is -(CH ₂ ) _1-10 - Cy-(CH ₂ ) _1-10 -O-. In some embodiments, L is -(CH ₂ ) _1-10 -Cy-(CH ₂ ) _1-10 -O-(CH ₂ ) _1-10 -. In some embodiments, L is -Cy-(CH ₂ ) _1-10 -Cy-O-. In some embodiments, L is -Cy-(CH ₂ ) _1-10 -O-Cy-. In some embodiments, L is -

Cy-(CH ₂ ) _1-10 -Cy-O-(CH ₂ ) _1-10 -. In some embodiments, L is -Cy-(CH ₂ ) _1-10 -O-Cy-(CH ₂ ) _1-10 -.

[0733] In some embodiments, L is -Cy-(CH ₂ ) _1-10 -. In some embodiments, L is -(CH ₂ ) _1-10 -Cy-(CH ₂ ) _{1- 10} - . In some embodiments, L is -(CH ₂ ) _1-10 -Cy-(CH ₂ CH ₂ O) _1-10 CH ₂ CH ₂ -. In some embodiments, L is -Cy- (CH ₂ ) _1-10 -Cy-. In some embodiments, L is -Cy-(CH ₂ ) _1-10 -Cy-(CH ₂ ) _1-10 -. In some embodiments, L is -Cy- (CH ₂ ) _1-10 -Cy-(CH ₂ ) _1-10 -Cy-. In some embodiments, L is -(CH ₂ ) _1-10 -Cy-(CH ₂ ) _1-10 -Cy-(CH ₂ ) _1-10 -.

[0734] In some embodiments, L is -O-Cy-(CH ₂ ) _1-10 -Cy-. In some embodiments, L is -Cy-O-Cy- (CH ₂ ) _1-10 -Cy-. In some embodiments, L is -NR-Cy-O-Cy-(CH ₂ ) _1-10 -Cy-.

In some embodiments, L is a covalent bond. In some embodiments, L is

In some embodiments, L is In some embodiments, L is embodiments, L is In some embodiments, L is some embodiments, L is In some embodiments, L is , some embodiments, , embodiments, L is . In some embodiments, L is

. In some embodiments, L is . In some embodiments, L is . In some embodiments, some embodiments, L is embodiments, L is In some embodiments, In some embodiments, L is In some embodiments, L is . In some embodiments, L is . In some embodiments, L is . In some embodiments, In some embodiments, L is In some embodiments, L is

In some embodiments, In some embodiments, L is

In some embodiments, L is . In some embodiments, L is . In some embodiments, L is In some embodiments, L is some embodiments, L is In some embodiments, L is , In some some embodiments, L , . In some embodiments, L is , , . , . In some embodiments, L

, In some embodiments, L is In some embodiments, embodiments, L is In some embodiments, embodiments, L is In some embodiments, In some embodiments, L is In some embodiments, L is embodiments, In some embodiments, In some embodiments, L is In some embodiments, L is In some embodiments, In some embodiments, L is In some embodiments, L is In some embodiments, L is In some embodiments, L is In some embodiments, L is In some embodiments, In some embodiments, L is embodiments, In some embodiments, In some embodiments, L is In some embodiments, L is F . In some embodiments, L is In some embodiments, embodiments, In some embodiments, embodiments, In some embodiments, L is embodiments, In some embodiments, L is embodiments, some embodiments, L is some embodiments, L is In some embodiments, L is embodiments, In some embodiments, L is In some embodiments, some embodiments, L is In some embodiments, , some embodiments, some embodiments, L is v. In some embodiments, L is

Lis 0 . In some embodiments, L is 0 . In some embodiments, L is In some embodiments, L is some embodiments, L is In some embodiments, L is some embodiments, L is In some embodiments, L is , , ,

In some embodiments, L is In some embodiments, L is embodiments, L is In some embodiments, L is In some embodiments, L is In some embodiments, L is embodiments, L is In some embodiments, L is , In some

In some embodiments, L is In some embodiments, L is some embodiments, L is In some embodiments, L is , In some In some embodiments, L is , embodiments, L is In some embodiments, L is embodiments, L is In some embodiments, L is , In some In some embodiments, L is

, In some embodiments, L is In some embodiments, L is

embodiments, L is In some embodiments, L is

In some embodiments, L is In some embodiments, L is some embodiments, n some embodiments, L is . In some embodiments, L is In some embodiments, L is some embodiments, L is In some embodiments, L is , embodiments, L is In some embodiments, L is

In some embodiments, L is In some embodiments, L is some embodiments, L is In some embodiments, L is In some embodiments, L is In some embodiments, L is embodiments, L is In some embodiments, L is In some embodiments, , XQy

In some embodiments, L is In some embodiments, L is some embodiments, L is In some embodiments, L is some embodiments, L is In some embodiments, some embodiments, some embodiments, L is some embodiments, L is In some embodiments, L is some embodiments, L is In some embodiments, L is embodiments, In some embodiments, In some embodiments, L is In some embodiments,

In some embodiments, L is In some embodiments, L is . , . In some embodiments,

some embodiments, L is In some embodiments,

In some embodiments, L is In some embodiments, L , In some embodiments, L is In some embodiments, L is , some embodiments, some embodiments, L is In some embodiments, L is

In some embodiments, L is In some embodiments, L is , some embodiments, some embodiments, In some embodiments, L is some embodiments, In some embodiments, L is some embodiments, In some embodiments, L is . , . In some embodiments, , In some some embodiments, L is In some embodiments, L is some embodiments, L is In some embodiments, L is embodiments, L is In some embodiments, L is

In some embodiments, some embodiments,

In some embodiments, L is In some embodiments, L is embodiments, some embodiments, some embodiments, some embodiments,

In some embodiments, some embodiments, L , ,

In some embodiments, L is In some embodiments, L is In some embodiments, In some embodiments, L is

In some embodiments, L is In some embodiments, L is , [0735] In some embodiment, L is also selected from those depicted in Table B, below.

[0736] In some embodiments, L is selected from those depicted in Table 1, below.

[0737] Without limitation, the point of attachment of L to CBM and DIM can be, for example when L ,

[0738] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0739] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0740] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0741] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0742] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0743] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0744] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0745] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0746] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0747] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0748] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0749] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0750] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0751] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0752] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0753] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0754] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0755] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0756] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0757] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0758] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0759] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0760] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0761] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0762] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0763] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein , selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0764] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein , selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0765] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0766] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0767] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0768] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0769] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0770] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0771] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0772] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0773] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0774] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0775] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0776] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below. [0777] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0778] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0779] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0780] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0781] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below. [0782] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0783] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0784] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0785] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0786] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below. [0787] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0788] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0789] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0790] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0791] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0792] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0793] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0794] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0795] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0796] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0797] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0798] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0799] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0800] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0801] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0802] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0803] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0804] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0805] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0806] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0807] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0808] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0809] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0810] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0811] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0812] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0813] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0814] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0815] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0816] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0817] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0818] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0819] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0820] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0821] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0822] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0823] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0824] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0825] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0826] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0827] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0828] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0829] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0830] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0831] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0832] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0833] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0834] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0835] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0836] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0837] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0838] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0839] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0840] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein those in Table A below, and L is selected from any of those in Table B below.

[0841] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below. [0842] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0843] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0844] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0845] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0846] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0847] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0848] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0849] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0850] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0851] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0852] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below. [0853] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0854] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0855] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0856] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0857] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0858] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below. [0859] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0860] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0861] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0862] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0863] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0864] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0865] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0866] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0867] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0868] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0869] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0870] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0871] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0872] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0873] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein from any of those in Table A below, and L is selected from any of those in Table B below.

[0874] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0875] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0876] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein those in Table A below, and L is selected from any of those in Table B below.

[0877] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is 9

HO selected from those wherein CBM is , LBM is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0878] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0879] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0880] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0881] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0882] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0883] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0884] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below. [0885] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0886] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0887] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0888] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0889] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0890] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below. [0891] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0892] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein of those in Table A below, and L is selected from any of those in Table B below.

[0893] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0894] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0895] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0896] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0897] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0898] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0899] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0900] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0901] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0902] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0903] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0904] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0905] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein those in Table A below, and L is selected from any of those in Table B below.

[0906] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0907] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0908] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0909] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0910] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0911] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0912] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0913] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0914] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0915] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0916] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0917] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein from any of those in Table A below, and L is selected from any of those in Table B below.

[0918] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0919] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0920] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0921] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein those in Table A below, and L is selected from any of those in Table B below.

[0922] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein of those in Table A below, and L is selected from any of those in Table B below.

[0923] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0924] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0925] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0926] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0927] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0928] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0929] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0930] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0931] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0932] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0933] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0934] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0935] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0936] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0937] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0938] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0939] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0940] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein those in Table A below, and L is selected from any of those in Table B below.

[0941] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0942] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0943] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein of those in Table A below, and L is selected from any of those in Table B below.

[0944] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0945] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0946] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0947] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0948] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0949] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0950] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0951] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0952] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0953] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0954] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is from any of those in Table A below, and L is selected from any of those in Table B below.

[0955] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0956] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein of those in Table A below, and L is selected from any of those in Table B below.

[0957] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is from any of those in Table A below, and L is selected from any of those in Table B below.

[0958] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0959] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below. [0960] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0961] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0962] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is

[0963] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0964] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0965] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0966] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0967] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0968] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below. [0969] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0970] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0971] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0972] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0973] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0974] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0975] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0976] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0977] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0978] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0979] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0980] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0981] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein those in Table A below, and L is selected from any of those in Table B below.

[0982] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below. [0983] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0984] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0985] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0986] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0987] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0988] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0989] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0990] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0991] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0992] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0993] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0994] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0995] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0996] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0997] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0998] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[0999] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1000] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1001] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1002] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1003] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein of those in Table A below, and L is selected from any of those in Table B below.

[1004] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein those in Table A below, and L is selected from any of those in Table B below.

[1005] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1006] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1007] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1008] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1009] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1010] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1011] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein those in Table A below, and L is selected from any of those in Table B below.

[1012] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1013] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1014] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1015] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1016] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein any of those in Table A below, and L is selected from any of those in Table B below.

[1017] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1018] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1019] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1020] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1021] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1022] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1023] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1024] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1025] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1026] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1027] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1028] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1029] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1030] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein of those in Table A below, and L is selected from any of those in Table B below.

[1031] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1032] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1033] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1034] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1035] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein of those in Table A below, and L is selected from any of those in Table B below.

[1036] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1037] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1038] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1039] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1040] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below. [1041] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1042] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1043] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is from any of those in Table A below, and L is selected from any of those in Table B below.

[1044] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is from any of those in Table A below, and L is selected from any of those in Table B below.

[1045] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1046] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1047] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1048] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below. [1049] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1050] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1051] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1052] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1053] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1054] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1055] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1056] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1057] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1058] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1059] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1060] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1061] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1062] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein of those in Table A below, and L is selected from any of those in Table B below.

[1063] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1064] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1065] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below. [1066] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1067] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein of those in Table A below, and L is selected from any of those in Table B below.

[1068] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1069] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1070] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1071] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1072] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1073] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1074] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below. [1075] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1076] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1077] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1078] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein of those in Table A below, and L is selected from any of those in Table B below.

[1079] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1080] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1081] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1082] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1083] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below. [1084] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1085] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1086] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein of those in Table A below, and L is selected from any of those in Table B below.

[1087] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein of those in Table A below, and L is selected from any of those in Table B below.

[1088] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1089] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1090] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein of those in Table A below, and L is selected from any of those in Table B below.

[1091] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1092] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein of those in Table A below, and L is selected from any of those in Table B below.

[1093] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein of those in Table A below, and L is selected from any of those in Table B below.

[1094] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein of those in Table A below, and L is selected from any of those in Table B below.

[1095] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein of those in Table A below, and L is selected from any of those in Table B below.

[1096] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein of those in Table A below, and L is selected from any of those in Table B below.

[1097] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1098] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1099] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein of those in Table A below, and L is selected from any of those in Table B below.

[1100] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[HOI] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein of those in Table A below, and L is selected from any of those in Table B below.

[1102] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1103] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein of those in Table A below, and L is selected from any of those in Table B below. [1104] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein of those in Table A below, and L is selected from any of those in Table B below.

[1105] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1106] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1107] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1108] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1109] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1110] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[UH] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1112] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1113] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein of those in Table A below, and L is selected from any of those in Table B below.

[1114] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein of those in Table A below, and L is selected from any of those in Table B below.

[1115] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1116] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein of those in Table A below, and L is selected from any of those in Table B below.

[1117] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1118] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1119] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1120] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1121] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1122] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein those in Table A below, and L is selected from any of those in Table B below.

[1123] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein of those in Table A below, and L is selected from any of those in Table B below.

[1124] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1125] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1126] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1127] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below. [1128] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1129] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1130] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1131] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1132] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1133] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1134] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1135] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1136] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1137] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1138] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1139] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1140] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

[1141] In some embodiments, a provided compound or pharmaceutically acceptable salt thereof, is selected from those wherein selected from any of those in Table A below, and L is selected from any of those in Table B below.

Table A. Exemplified E3 Ligase Binding Moiety (LBM)

Table B. Exemplified Linkers (L)

[1142] In some embodiments, the present invention provides a compound having CBM described and disclosed herein, LBM set forth in Table A above, and a linker set forth in Table B above, or a pharmaceutically acceptable salt thereof.

[1143] Exemplary compounds of the invention are set forth in Table 1, below.

Table 1. Exemplary Compounds

[1144] In some embodiments, the present invention provides a compound set forth in Table 1, above, or a pharmaceutically acceptable salt thereof.

4. General Methods of Providing the Present Compounds

[1145] The compounds of this invention may be prepared or isolated in general by synthetic and/or semi-synthetic methods known to those skilled in the art for analogous compounds and by methods described in detail in the Examples, herein.

[1146] In the Schemes below, where a particular protecting group, leaving group, or transformation condition is depicted, one of ordinary skill in the art will appreciate that other protecting groups, leaving groups, and transformation conditions are also suitable and are contemplated. Such groups and transformations are described in detail in March's Advanced Organic Chemistry: Reactions, Mechanisms, and Structure, M. B. Smith and J. March, 5 ¹¹¹ Edition, John Wiley & Sons, 2001, Comprehensive Organic Transformations, R. C. Larock, 2 ^nd Edition, John Wiley & Sons, 1999, and Protecting Groups in Organic Synthesis, T. W. Greene and P. G. M. Wuts, 3 ^rd edition, John Wiley & Sons, 1999, the entirety of each of which is hereby incorporated herein by reference.

[1147] As used herein, the phrase “oxygen protecting group” includes, for example, carbonyl protecting groups, hydroxyl protecting groups, etc. Hydroxyl protecting groups are well known in the art and include those described in detail in Protecting Groups in Organic Synthesis, T. W. Greene and P. G. M. Wuts, 3 ^rd edition, John Wiley & Sons, 1999, the entirety of each of which is herein incorporated by reference. Examples of suitable hydroxyl protecting groups include, but are not limited to, esters, allyl ethers, ethers, silyl ethers, alkyl ethers, arylalkyl ethers, and alkoxyalkyl ethers. Examples of such esters include formates, acetates, carbonates, and sulfonates. Specific examples include formate, benzoyl formate, chloroacetate, trifluoroacetate, methoxyacetate, triphenylmethoxyacetate, p-chlorophenoxyacetate, 3- phenylpropionate, 4-oxopentanoate, 4,4-(ethylenedithio)pentanoate, pivaloate (trimethylacetyl), crotonate, 4-methoxy-crotonate, benzoate, p-benylbenzoate, 2,4,6-trimethylbenzoate, carbonates such as methyl, 9- fluorenylmethyl, ethyl, 2,2,2-trichloroethyl, 2-(trimethylsilyl)ethyl, 2-(phenylsulfonyl)ethyl, vinyl, allyl, and p-nitrobenzyl. Examples of such silyl ethers include trimethylsilyl, triethylsilyl, t-butyldimethylsilyl, t-butyldiphenylsilyl, triisopropylsilyl, and other trialkylsilyl ethers. Alkyl ethers include methyl, benzyl, p- methoxybenzyl, 3,4-dimethoxybenzyl, trityl, t-butyl, allyl, and allyloxycarbonyl ethers or derivatives. Alkoxyalkyl ethers include acetals such as methoxymethyl, methylthiomethyl, (2 -methoxy ethoxy)methyl, benzyloxymethyl, beta-(trimethylsilyl)ethoxymethyl, and tetrahydropyranyl ethers. Examples of arylalkyl ethers include benzyl, p -methoxybenzyl (MPM), 3,4-dimethoxybenzyl, 0 -nitrobenzyl, p-nitrobenzyl, p-halobenzyl, 2,6-dichlorobenzyl, p-cyanobenzyl, and 2- and 4-picolyl.

[1148] Amino protecting groups are well known in the art and include those described in detail in Protecting Groups in Organic Synthesis, T. W. Greene and P. G. M. Wuts, 3 ^rd edition, John Wiley & Sons, 1999, the entirety of each of which is herein incorporated by reference. Suitable amino protecting groups include, but are not limited to, aralkylamines, carbamates, cyclic imides, allyl amines, amides, and the like. Examples of such groups include t-butyloxycarbonyl (BOC), ethyloxycarbonyl, methyloxycarbonyl, trichloroethyloxycarbonyl, allyloxycarbonyl (Alloc), benzyloxocarbonyl (CBZ), allyl, phthalimide, benzyl (Bn), fluorenyhnethylcarbonyl (Fmoc), formyl, acetyl, chloroacetyl, dichloroacetyl, trichloroacetyl, phenylacetyl, trifluoroacetyl, benzoyl, and the like.

[1149] In the schemes below, where a provided compound is formed having a reactive moiety (e.g., amine, alcohol, etc.), it is not shown but it is generally appreciated and well known by those having ordinaiy skill in the art that the reactivity of said reactive moiety may be masked by employing a suitable protecting group that can thereafter be removed in situ or during a separate synthetic step.

[1150] In certain embodiments, compounds of the present invention are generally prepared according to Scheme 1 set forth below:

Scheme 1: Synthesis of Compounds of Formula I

A-1 base, solvent

[1151] As depicted in Scheme 1, above, amine A-1 is coupled to acid A-2 using the a coupling reagent in the presence of the base (e.g., DIPEA) in a solvent (e.g., DMF) to form a compound of formula I with a linker comprising an amide bond. The squiggly bond, ^,AAAAA/ ' _; represents the portion of the linker between CBM and the terminal amino group of A-1 or the portion of the linker between DIM and the terminal carboxyl group of A-2, respectively. The amide bond can be formed using coupling reagents known in the art such as, but not limited to DCC, DIC, EDC, HATU, HBTU, HCTU, PyAOP, PyBOP, PyBrOP, BOP, BOP-CI, DEPBT, T3P, TATU, TBTU, TNTU, TOTU, TPTU, TSTU, or TDBTU.

[1152] In certain embodiments, compounds of the present invention are generally prepared according to Scheme 2 set forth below:

Scheme 2: Synthesis of Compounds of Formula I base, solvent ¹

A-3

[1153] As depicted in Scheme 2, above, acid A-3 is coupled to amine A-4 using a coupling reagent in the presence of the base (e.g., DIPEA) in a solvent (e.g., DMF) to form a compound of formula I with a linker comprising an amide bond. The squiggly bond, ^†zwwv> , represents the portion of the linker between CBM and the terminal carboxyl group of A-3 or the portion of the linker between DIM and the terminal amino group of A-4, respectively. The amide bond can be formed using coupling reagents known in the art such as, but not limited to DCC, DIC, EDC, HATU, HBTU, HCTU, PyAOP, PyBOP, PyBrOP, BOP, BOP- CI, DEPBT, T3P, TATU, TBTU, TNTU, TOTU, TPTU, TSTU, or TDBTU.

[1154] In certain embodiments, compounds of the present invention are generally prepared according to Scheme 3 set forth below:

Scheme 3: Synthesis of Compounds of Formula I

[1155] As depicted in Scheme 3, above, an SNAT displacement of fluoride A-6 by amine A-5 is effected in the presence of the base (e.g., DIPEA) in a solvent (e.g., DMF) to form a compound of formula I with a linker comprising a secondary amine. The squiggly bond, ' ^/vvvw ' , represents the portion of the linker between CBM and the terminal amino group of A-5.

[1156] In certain embodiments, compounds of the present invention are generally prepared according to Scheme 4 set forth below:

Scheme 4: Synthesis of Compounds of Formula I

[1157] As depicted in Scheme 4, above, an SN Ar displacement of fluoride A-7 by amine A-8 is effected in the presence of the base (e.g., DIPEA) in a solvent (e.g., DMF) to form a compound of formula I with a linker comprising a secondary amine. The squiggly bond, ' ^/wvw ' , represents the portion of the linker between DIM and the terminal amino group of A-8.

Scheme 5: Synthesis of Compounds of Formula I

Reducing reagnt, base, solvent

[1158] As depicted in Scheme 7, above, reductive amination of the mixture of aldehyde A-9 and amine A-10 is effected in the presence of a reducing agent (e.g., NaHB(OAc)3) and base (e.g., KO Ac) in a solvent (e.g., DMF/THF) to form a compound of formula I with a linker comprising a secondary amine. The squiggly bond, ^JVVVVV ' , represents the portion of the linker between DIM and the terminal amino group of A-8.

[1159] One of skill in the art will appreciate that various functional groups present in compounds of the invention such as aliphatic groups, alcohols, carboxylic acids, esters, amides, aldehydes, halogens and nitriles can be interconverted by techniques well known in the art including, but not limited to reduction, oxidation, esterification, hydrolysis, partial oxidation, partial reduction, halogenation, dehydration, partial hydration, and hydration. “March’s Advanced Organic Chemistry”, 5 ^th Ed., Ed.: Smith, M.B. and March, J., John Wiley & Sons, New York: 2001, the entirety of which is incorporated herein by reference. Such interconversions may require one or more of the aforementioned techniques, and certain methods for synthesizing compounds of the invention are described below in the Exemplification.

5. Uses, Formulation and Administration

Pharmaceutically acceptable compositions

[1160] According to another embodiment, the invention provides a composition comprising a compound of this invention or a pharmaceutically acceptable derivative thereof and a pharmaceutically acceptable carrier, adjuvant, or vehicle. The amount of compound in compositions of this invention is such that it is effective to measurably degrade and/or inhibit an CDK protein, or a mutant thereof, in a biological sample or in a patient. In certain embodiments, the amount of compound in compositions of this invention is such that it is effective to measurably degrade and/or inhibit an CDK protein, or a mutant thereof, in a biological sample or in a patient. In certain embodiments, a composition of this invention is formulated for administration to a patient in need of such composition. In some embodiments, a composition of this invention is formulated for oral administration to a patient.

[1161] The term “patient,” as used herein, means an animal, preferably a mammal, and most preferably a human.

[1162] The term “pharmaceutically acceptable carrier, adjuvant, or vehicle” refers to a non-toxic earner, adjuvant, or vehicle that does not destroy the pharmacological activity of the compound with which it is formulated. Pharmaceutically acceptable carriers, adjuvants or vehicles that may be used in the compositions of this invention include, but are not limited to, ion exchangers, alumina, aluminum stearate, lecithin, serum proteins, such as human serum albumin, buffer substances such as phosphates, glycine, sorbic acid, potassium sorbate, partial glyceride mixtures of saturated vegetable fatty acids, water, salts or electrolytes, such as protamine sulfate, disodium hydrogen phosphate, potassium hydrogen phosphate, sodium chloride, zinc salts, colloidal silica, magnesium trisilicate, polyvinyl pyrrolidone, cellulose-based substances, polyethylene glycol, sodium carboxymethylcellulose, polyacrylates, waxes, polyethylene- polyoxypropylene -block polymers, polyethylene glycol and wool fat.

[1163] A “pharmaceutically acceptable derivative” means any non-toxic salt, ester, salt of an ester or other derivative of a compound of this invention that, upon administration to a recipient, is capable of providing, either directly or indirectly, a compound of this invention or an inhibitorily or degratorily active metabolite or residue thereof. [1164] As used herein, the term "inhibitorily active metabolite or residue thereof means that a metabolite or residue thereof is also an inhibitor of an CDK protein, or a mutant thereof.

[1165] As used herein, the term "degratorily active metabolite or residue thereof means that a metabolite or residue thereof is also a degrader of an CDK protein, or a mutant thereof.

[1166] Compositions of the present invention may be administered orally, parenterally, by inhalation spray, topically, rectally, nasally, buccally, vaginally or via an implanted reservoir. The term "parenteral" as used herein includes subcutaneous, intravenous, intramuscular, intra-articular, intra- synovial, intrastemal, intrathecal, intrahepatic, intralesional and intracranial injection or infusion techniques. Preferably, the compositions are administered orally, intraperitoneally or intravenously. Sterile injectable forms of the compositions of this invention may be aqueous or oleaginous suspension. These suspensions may be formulated according to techniques known in the art using suitable dispersing or wetting agents and suspending agents. The sterile injectable preparation may also be a sterile injectable solution or suspension in a non-toxic parenterally acceptable diluent or solvent, for example as a solution in 1,3 -butanediol. Among the acceptable vehicles and solvents that may be employed are water, Ringer ^† s solution and isotonic sodium chloride solution. In addition, sterile, fixed oils are conventionally employed as a solvent or suspending medium.

[1167] For this purpose, any bland fixed oil may be employed including synthetic mono- or di- glycerides. Fatty acids, such as oleic acid and its glyceride derivatives are useful in the preparation of injectables, as are natural pharmaceutically-acceptable oils, such as olive oil or castor oil, especially in their polyoxyethylated versions. These oil solutions or suspensions may also contain a long-chain alcohol diluent or dispersant, such as carboxymethyl cellulose or similar dispersing agents that are commonly used in the formulation of pharmaceutically acceptable dosage forms including emulsions and suspensions. Other commonly used surfactants, such as Tweens, Spans and other emulsifying agents or bioavailability enhancers which are commonly used in the manufacture of pharmaceutically acceptable solid, liquid, or other dosage forms may also be used for the purposes of formulation.

[1168] Pharmaceutically acceptable compositions of this invention may be orally administered in any orally acceptable dosage form including, but not limited to, capsules, tablets, aqueous suspensions or solutions. In the case of tablets for oral use, carriers commonly used include lactose and com starch. Lubricating agents, such as magnesium stearate, are also typically added. For oral administration in a capsule form, useful diluents include lactose and dried cornstarch. When aqueous suspensions are required for oral use, the active ingredient is combined with emulsifying and suspending agents. If desired, certain sweetening, flavoring or coloring agents may also be added.

[1169] Alternatively, pharmaceutically acceptable compositions of this invention may be administered in the form of suppositories for rectal administration. These can be prepared by mixing the agent with a suitable non-irritating excipient that is solid at room temperature but liquid at rectal temperature and therefore will melt in the rectum to release the drug. Such materials include cocoa butter, beeswax and polyethylene glycols.

[1170] Pharmaceutically acceptable compositions of this invention may also be administered topically, especially when the target of treatment includes areas or organs readily accessible by topical application, including diseases of the eye, the skin, or the lower intestinal tract. Suitable topical formulations are readily prepared for each of these areas or organs.

[1171] Topical application for the lower intestinal tract can be effected in a rectal suppository formulation (see above) or in a suitable enema formulation. Topically-transdermal patches may also be used.

[1172] For topical applications, provided pharmaceutically acceptable compositions may be formulated in a suitable ointment containing the active component suspended or dissolved in one or more earners. Carriers for topical administration of compounds of this invention include, but are not limited to, mineral oil, liquid petrolatum, white petrolatum, propylene glycol, polyoxyethylene, polyoxypropylene compound, emulsifying wax and water. Alternatively, provided pharmaceutically acceptable compositions can be formulated in a suitable lotion or cream containing the active components suspended or dissolved in one or more pharmaceutically acceptable carriers. Suitable carriers include, but are not limited to, mineral oil, sorbitan monostearate, polysorbate 60, cetyl esters wax, cetearyl alcohol, 2-octyldodecanol, benzyl alcohol and water.

[1173] For ophthalmic use, provided pharmaceutically acceptable compositions may be formulated as micronized suspensions in isotonic, pH adjusted sterile saline, or, preferably, as solutions in isotonic, pH adjusted sterile saline, either with or without a preservative such as benzylalkonium chloride. Alternatively, for ophthalmic uses, the pharmaceutically acceptable compositions may be formulated in an ointment such as petrolatum.

[1174] Pharmaceutically acceptable compositions of this invention may also be administered by nasal aerosol or inhalation. Such compositions are prepared according to techniques well-known in the art of pharmaceutical formulation and may be prepared as solutions in saline, employing benzyl alcohol or other suitable preservatives, absorption promoters to enhance bioavailability, fluorocarbons, and/or other conventional solubilizing or dispersing agents.

[1175] Most preferably, pharmaceutically acceptable compositions of this invention are formulated for oral administration. Such formulations may be administered with or without food. In some embodiments, pharmaceutically acceptable compositions of this invention are administered without food. In other embodiments, pharmaceutically acceptable compositions of this invention are administered with food.

[1176] The amount of compounds of the present invention that may be combined with the carrier materials to produce a composition in a single dosage form will vary depending upon the host treated, the particular mode of administration. Preferably, provided compositions should be formulated so that a dosage of between 0.01 - 100 mg/kg body weight/day of the compound can be administered to a patient receiving these compositions.

[1177] It should also be understood that a specific dosage and treatment regimen for any particular patient will depend upon a variety of factors, including the activity of the specific compound employed, the age, body weight, general health, sex, diet, time of administration, rate of excretion, drug combination, and the judgment of the treating physician and the severity of the particular disease being treated. The amount of a compound of the present invention in the composition will also depend upon the particular compound in the composition.

[1178]

Uses of Compounds and Pharmaceutically Acceptable Compositions

[1179] Compounds and compositions described herein are generally useful for the degradation and/or inhibition of kinase activity of one or more enzymes.

[1180] As used herein, the terms “CDK1 -mediated”, “CDK2 -mediated”, “CDK4-mediated”, “CDK6- mediated”, “CDK7-mediated”, “CDK8-mediated”, and/or “CDK9-mediated” disorders, diseases, and/or conditions as used herein means any disease or other deleterious condition in which one or more of CDK1 , CDK2, CDK4, CDK6, CDK7, CDK8, and/or CDK9 or a mutant thereof, are known to play a role. Accordingly, another embodiment of the present invention relates to treating or lessening the severity of one or more diseases in which one or more of CDK1, CDK2, CDK4, CDK6, CDK7, CDK8, and/or CDK9 or a mutant thereof, are known to play a role.

[1181] Compounds of the present disclosure can degrade CDK2 or CDK2 and CCNE1 and therefore are useful for treating diseases wherein the underlying pathology is, wholly or partially, mediated by CDK2. Such diseases include cancer and other diseases with proliferation disorder. In some embodiments, the present disclosure provides treatment of an individual or a patient in vivo using a provided compound or a pharmaceutically acceptable salt thereof such that growth of cancerous tumors is inhibited. A provided compound or a pharmaceutically acceptable salt thereof can be used to inhibit the growth of cancerous tumors with aberrations that activate CDK2 activity. These include, but not limited to, disease (e.g., cancers) that are characterized by amplification or overexpression of CCNE1 such as ovarian cancer, uterine carcinosarcoma and breast cancer and p27 inactivation such as breast cancer and melanomas. Accordingly, in some embodiments of the methods, the patient has been previously determined to have an amplification of the CCNE1 gene and/or an expression level of CCNE1 in a biological sample obtained from the human subject that is higher than a control expression level of CCNE1. Alternatively, a provided compound or a pharmaceutically acceptable salt thereof can be used in conjunction with other agents or standard cancer treatments, as described below. In one embodiment, the present disclosure provides a method for inhibiting growth of tumor cells in vitro. The method includes contacting the tumor cells in vitro with a provided compound or a pharmaceutically acceptable salt thereof. In another embodiment, the present disclosure provides a method for inhibiting growth of tumor cells with CCNE1 amplification and overexpression in an individual or a patient. The method includes administering to the individual or patient in need thereof a therapeutically effective amount of a provided compound or a pharmaceutically acceptable salt thereof.

[1182] In some embodiments, provided herein is a method of inhibiting CDK2, comprising contacting the CDK2 with a provided compound or a pharmaceutically acceptable salt thereof. In some embodiments, provided herein is a method of inhibiting CDK2 in a patient, comprising administering to the patient a provided compound or a pharmaceutically acceptable salt thereof.

[1183] In some embodiments, provided herein is a method of degrading CDK2, comprising contacting the CDK2 with a provided compound or a pharmaceutically acceptable salt thereof. In some embodiments, provided herein is a method of degrading CDK2 in a patient, comprising administering to the patient a provided compound or a pharmaceutically acceptable salt thereof.

[1184] In some embodiments, provided herein is a method of degrading CDK2 and CCNE1, comprising contacting the CDK2 and CCNE 1 with a provided compound or a pharmaceutically acceptable salt thereof. In some embodiments, provided herein is a method of degrading CDK2 and CCNE1 in a patient, comprising administering to the patient a provided compound or a pharmaceutically acceptable salt thereof.

[1185] In some embodiments, provided herein is a method for treating cancer. The method includes administering to a patient (in need thereof), a therapeutically effective amount of a provided compound or a pharmaceutically acceptable salt thereof. In another embodiment, the cancer is characterized by amplification or overexpression of CCNE1. In some embodiments, the cancer is ovarian cancer or breast cancer, characterized by amplification or overexpression of CCNE1.

[1186] In some embodiments, provided herein is a method of treating a disease or disorder associated with CDK2 in a patient, comprising administering to the patient a therapeutically effective amount of a provided compound or a pharmaceutically acceptable salt thereof. In some embodiments, the disease or disorder associated with CDK2 is associated with an amplification of the CCNE1 gene and/or overexpression of CCNE1.

[1187] In some embodiments, the disease or disorder associated with CDK2 is N-myc amplified neuroblastoma cells (see Molenaar et al., Proc. Natl. Acad. Sci. USA, 2009, 106(31) : 12968- 12973), K-Ras mutant lung cancers (see Hu, S., et al., Mol. Cancer Then, 2015, 14(11):2576-85), and cancers with FBW7 mutation and CCNE1 overexpression (see Takada et al., Cancer Res., 2017, 77(18):4881-4893).

[1188] In some embodiments, the disease or disorder associated with CDK2 is lung squamous cell carcinoma, lung adenocarcinoma, pancreatic adenocarcinoma, breast invasive carcinoma, uterine carcinosarcoma, ovarian serous cystadenocarcinoma, stomach adenocarcinoma, esophageal carcinoma, bladder urothelial carcinoma, mesothelioma, or sarcoma.

[1189] In some embodiments, the disease or disorder associated with CDK2 is lung adenocarcinoma, breast invasive carcinoma, uterine carcinosarcoma, ovarian serous cystadenocarcinoma, or stomach adenocarcinoma.

[1190] In some embodiments, the disease or disorder associated with CDK2 is an adenocarcinoma, carcinoma, or cystadenocarcinoma.

[1191] In some embodiments, the disease or disorder associated with CDK2 is uterine cancer, ovarian cancer, stomach cancer, esophageal cancer, lung cancer, bladder cancer, pancreatic cancer, or breast cancer.

[1192] In some embodiments, the disease or disorder associated with CDK2 is a cancer.

[1193] In some embodiments, the cancer is characterized by amplification or overexpression of CCNE1. In some embodiments, the cancer is ovarian cancer or breast cancer, characterized by amplification or overexpression of CCNE 1.

[1194] In some embodiments, the breast cancer is chemotherapy or radiotherapy resistant breast cancer, endocrine resistant breast cancer, trastuzumab resistant breast cancer, or breast cancer demonstrating primary or acquired resistance to CDK4/6 inhibition. In some embodiments, the breast cancer is advanced or metastatic breast cancer.

[1195] Examples of cancers that are treatable using the compounds of the present disclosure include, but are not limited to, bone cancer, pancreatic cancer, skin cancer, cancer of the head or neck, cutaneous or intraocular malignant melanoma, uterine cancer, ovarian cancer, rectal cancer, cancer of the anal region, stomach cancer, testicular cancer, uterine cancer, carcinoma of the fallopian tubes, carcinoma of the endometrium, endometrial cancer, carcinoma of the cervix, carcinoma of the vagina, carcinoma of the vulva, Hodgkin ^† s Disease, non- Hodgkin ^† s lymphoma, cancer of the esophagus, cancer of the small intestine, cancer of the endocrine system, cancer of the thyroid gland, cancer of the parathyroid gland, cancer of the adrenal gland, sarcoma of soft tissue, cancer of the urethra, cancer of the penis, chronic or acute leukemias including acute myeloid leukemia, chronic myeloid leukemia, acute lymphoblastic leukemia, chronic lymphocytic leukemia, solid tumors of childhood, lymphocytic lymphoma, cancer of the bladder, cancer of the kidney or urethra, carcinoma of the renal pelvis, neoplasm of the central nervous system (CN S), primary CNS lymphoma, tumor angiogenesis, spinal axis tumor, brain stem glioma, pituitary adenoma, Kaposi ^† s sarcoma, epidermoid cancer, squamous cell cancer, T-cell lymphoma, environmentally induced cancers including those induced by asbestos, and combinations of said cancers. The compounds of the present disclosure are also useful for the treatment of metastatic cancers.

[1196] In some embodiments, cancers treatable with compounds of the present disclosure include melanoma (e.g., metastatic malignant melanoma, BRAF and HSP90 inhibition-resistant melanoma), renal cancer (e.g., clear cell carcinoma), prostate cancer (e.g., hormone refractory prostate adenocarcinoma), breast cancer, colon cancer, lung cancer (e.g., non-small cell lung cancer and small cell lung cancer), squamous cell head and neck cancer, urothelial cancer (e.g., bladder) and cancers with high microsatellite instability (MSI ^hlgh ). Additionally, the disclosure includes refractory or recurrent malignancies whose growth may be inhibited using the compounds of the disclosure.

[1197] In some embodiments, cancers that are treatable using the compounds of the present disclosure include, but are not limited to, solid tumors (e.g., prostate cancer, colon cancer, esophageal cancer, endometrial cancer, ovarian cancer, uterine cancer, renal cancer, hepatic cancer, pancreatic cancer, gastric cancer, breast cancer, lung cancer, cancers of the head and neck, thyroid cancer, glioblastoma, sarcoma, bladder cancer, etc.), hematological cancers (e.g., lymphoma, leukemia such as acute lymphoblastic leukemia (ALL), acute myelogenous leukemia (AML), chronic lymphocytic leukemia (CLL), chronic myelogenous leukemia (CML), DLBCL, mantle cell lymphoma, Non-Hodgkin lymphoma (including relapsed or refractory NHL and recurrent follicular), Hodgkin lymphoma or multiple myeloma) and combinations of said cancers.

[1198] In some embodiments, cancers that are treatable using the compounds of the present disclosure include, but are not limited to, cholangiocarcinoma, bile duct cancer, triple negative breast cancer, rhabdomyosarcoma, small cell lung cancer, leiomyosarcoma, hepatocellular carcinoma, Ewing ^† s sarcoma, brain cancer, brain tumor, astrocytoma, neuroblastoma, neurofibroma, basal cell carcinoma, chondrosarcoma, epithelioid sarcoma, eye cancer, Fallopian tube cancer, gastrointestinal cancer, gastrointestinal stromal tumors, hairy cell leukemia, intestinal cancer, islet cell cancer, oral cancer, mouth cancer, throat cancer, laryngeal cancer, lip cancer, mesothelioma, neck cancer, nasal cavity cancer, ocular cancer, ocular melanoma, pelvic cancer, rectal cancer, renal cell carcinoma, salivary gland cancer, sinus cancer, spinal cancer, tongue cancer, tubular carcinoma, urethral cancer, and ureteral cancer.

[1199] In some embodiments, the compounds of the present disclosure can be used to treat sickle cell disease and sickle cell anemia.

[1200] In some embodiments, diseases and indications that are treatable using the compounds of the present disclosure include, but are not limited to hematological cancers, sarcomas, lung cancers, gastrointestinal cancers, genitourinary tract cancers, liver cancers, bone cancers, nervous system cancers, gynecological cancers, and skin cancers.

[1201] Exemplary hematological cancers include lymphomas and leukemias such as acute lymphoblastic leukemia (ALL), acute myelogenous leukemia (AML), acute promyelocytic leukemia (APL), chronic lymphocytic leukemia (CLL), chronic myelogenous leukemia (CML), diffuse large B-cell lymphoma (DLBCL), mantle cell lymphoma, Non-Hodgkin lymphoma (including relapsed or refractory NHL and recurrent follicular), Hodgkin lymphoma, myeloproliferative diseases (e.g., primary myelofibrosis (PML), polycythemia vera (PV), and essential thrombocytosis (ET)), myelodysplasia syndrome (MDS), T-cell acute lymphoblastic lymphoma (T-ALL) and multiple myeloma (MM).

[1202] Exemplary sarcomas include chondrosarcoma, Ewing ^† s sarcoma, osteosarcoma, rhabdomyosarcoma, angiosarcoma, fibrosarcoma, liposarcoma, myxoma, rhabdomyoma, rhabdosarcoma, fibroma, lipoma, harmatoma, and teratoma.

[1203] Exemplary lung cancers include non-small cell lung cancer (NSCLC), small cell lung cancer (SCLC), bronchogenic carcinoma, squamous cell, undifferentiated small cell, undifferentiated large cell, adenocarcinoma, alveolar (bronchiolar) carcinoma, bronchial adenoma, chondromatous hamartoma, and mesothelioma.

[1204] Exemplary gastrointestinal cancers include cancers of the esophagus (squamous cell carcinoma, adenocarcinoma, leiomyosarcoma, lymphoma), stomach (carcinoma, lymphoma, leiomyosarcoma), pancreas (ductal adenocarcinoma, insulinoma, glucagonoma, gastrinoma, carcinoid tumors, vipoma), small bowel (adenocarcinoma, lymphoma, carcinoid tumors, Kaposi ^† s sarcoma, leiomyoma, hemangioma, lipoma, neurofibroma, fibroma), large bowel (adenocarcinoma, tubular adenoma, villous adenoma, hamartoma, leiomyoma), and colorectal cancer.

[1205] Exemplary genitourinary tract cancers include cancers of the kidney (adenocarcinoma, Wilm ^† s tumor [nephroblastoma]), bladder and urethra (squamous cell carcinoma, transitional cell carcinoma, adenocarcinoma), prostate (adenocarcinoma, sarcoma), and testis (seminoma, teratoma, embryonal carcinoma, teratocarcinoma, choriocarcinoma, sarcoma, interstitial cell carcinoma, fibroma, fibroadenoma, adenomatoid tumors, lipoma).

[1206] Exemplary liver cancers include hepatoma (hepatocellular carcinoma), cholangiocarcinoma, hepatoblastoma, angiosarcoma, hepatocellular adenoma, and hemangioma.

[1207] Exemplary bone cancers include, for example, osteogenic sarcoma (osteosarcoma), fibrosarcoma, malignant fibrous histiocytoma, chondrosarcoma, Ewing ^† s sarcoma, malignant lymphoma (reticulum cell sarcoma), multiple myeloma, malignant giant cell tumor chordoma, osteochronfroma (osteocartilaginous exostoses), benign chondroma, chondroblastoma, chondromyxofibroma, osteoid osteoma, and giant cell tumors

[1208] Exemplary nervous system cancers include cancers of the skull (osteoma, hemangioma, granuloma, xanthoma, osteitis deformans), meninges (meningioma, meningiosarcoma, gliomatosis), brain (astrocytoma, medulloblastoma, glioma, ependymoma, germinoma (pinealoma), glioblastoma, glioblastoma multiform, oligodendroglioma, schwannoma, retinoblastoma, congenital tumors), and spinal cord (neurofibroma, meningioma, glioma, sarcoma), as well as neuroblastoma and Lhermitte-Duclos disease.

[1209] Exemplary gynecological cancers include cancers of the uterus (endometrial carcinoma), cervix (cervical carcinoma, pre -tumor cervical dysplasia), ovaries (ovarian carcinoma (serous cystadenocarcinoma, mucinous cystadenocarcinoma, unclassified carcinoma), granulosa-thecal cell tumors, Sertoli-Leydig cell tumors, dysgerminoma, malignant teratoma), vulva (squamous cell carcinoma, intraepithelial carcinoma, adenocarcinoma, fibrosarcoma, melanoma), vagina (clear cell carcinoma, squamous cell carcinoma, botryoid sarcoma (embryonal rhabdomyosarcoma), and fallopian tubes (carcinoma).

[1210] Exemplary skin cancers include melanoma, basal cell carcinoma, Merkel cell carcinoma, squamous cell carcinoma, Kaposi ^† s sarcoma, moles dysplastic nevi, lipoma, angioma, dermatofibroma, and keloids. In some embodiments, diseases and indications that are treatable using the compounds of the present disclosure include, but are not limited to, sickle cell disease (e.g., sickle cell anemia), triple-negative breast cancer (TNBC), myelodysplastic syndromes, testicular cancer, bile duct cancer, esophageal cancer, and urothelial carcinoma.

[1211] It is believed that a provided compound or a pharmaceutically acceptable salt thereof may possess satisfactory pharmacological profile and promising biopharmaceutical properties, such as toxicological profile, metabolism and pharmacokinetic properties, solubility, and permeability. It will be understood that determination of appropriate biopharmaceutical properties is within the knowledge of a person skilled in the art, e.g., determination of cytotoxicity in cells or inhibition of certain targets or channels to determine potential toxicity.

[1212] As used herein, the terms “treatment,” “treat,” and “treating” refer to reversing, alleviating, delaying the onset of, or inhibiting the progress of a disease or disorder, or one or more symptoms thereof, as described herein. In some embodiments, treatment may be administered after one or more symptoms have developed. In other embodiments, treatment may be administered in the absence of symptoms. For example, treatment may be administered to a susceptible individual prior to the onset of symptoms (e.g., in light of a history of symptoms and/or in light of genetic or other susceptibility factors). Treatment may also be continued after symptoms have resolved, for example to prevent or delay their recurrence. [1213] The terms “individual” or “patient,” used interchangeably, refer to any animal, including mammals, preferably mice, rats, other rodents, rabbits, dogs, cats, swine, cattle, sheep, horses, or primates, and most preferably humans.

[1214] The phrase “therapeutically effective amount” refers to the amount of active compound or pharmaceutical agent that elicits the biological or medicinal response in a tissue, system, animal, individual or human that is being sought by a researcher, veterinarian, medical doctor or other clinician.

[1215] In some embodiments, the compounds of the invention are useful in preventing or reducing the risk of developing any of the diseases referred to herein; e.g., preventing or reducing the risk of developing a disease, condition or disorder in an individual who may be predisposed to the disease, condition or disorder but does not yet experience or display the pathology or symptomatology of the disease.

Co-Administration with One or More Other Therapeutic Agent(s)

[1216] Depending upon the particular condition, or disease, to be treated, additional therapeutic agents that are normally administered to treat that condition, can also be present in the compositions of this invention. As used herein, additional therapeutic agents that are normally administered to treat a particular disease, or condition, are known as “appropriate for the disease, or condition, being treated.”

[1217] In some embodiments, the present invention provides a method of treating a disclosed disease or condition comprising administering to a patient in need thereof an effective amount of a compound disclosed herein or a pharmaceutically acceptable salt thereof and co -administering simultaneously or sequentially an effective amount of one or more additional therapeutic agents, such as those described herein. In some embodiments, the method includes co-administering one additional therapeutic agent. In some embodiments, the method includes co-administering two additional therapeutic agents. In some embodiments, the combination of the disclosed compound and the additional therapeutic agent or agents acts synergistically.

[1218] A compound of the current invention can also be used in combination with known therapeutic processes, for example, the administration of hormones or radiation. In certain embodiments, a provided compound is used as a radiosensitizer, especially for the treatment of tumors which exhibit poor sensitivity to radiotherapy.

[1219] A compound of the current invention can be administered alone or in combination with one or more other therapeutic compounds, possible combination therapy taking the form of fixed combinations or the administration of a compound of the invention and one or more other therapeutic compounds being staggered or given independently of one another, or the combined administration of fixed combinations and one or more other therapeutic compounds. A compound of the current invention can besides, or in addition, be administered especially for tumor therapy in combination with chemotherapy, radiotherapy, immunotherapy, phototherapy, surgical intervention, or a combination of these. Long-term therapy is equally possible, as is adjuvant therapy in the context of other treatment strategies, as described above. Other possible treatments are therapy to maintain the patient ^† s status after tumor regression, or even chemopreventive therapy, for example in patients at risk.

[1220] One or more other therapeutic agent(s) can be administered separately from a compound or composition of the invention, as part of a multiple dosage regimen. Alternatively, one or more other therapeutic agent(s) may be part of a single dosage form, mixed together with a compound of this invention in a single composition. If administered as a multiple dosage regime, one or more other therapeutic agent(s) and a compound or composition of the invention can be administered simultaneously, sequentially or within a period of time from one another, for example within 1, 2, 3, 4, 5, 6, 7, 8, 9, 10, 11, 12, 13, 14, 15, 16, 17, 18, 18, 20, 21 , 22, 23, or 24 hours from one another. In some embodiments, one or more other therapeutic agent(s) and a compound or composition of the invention are administered as a multiple dosage regimen within greater than 24 hours apart.

[1221] As used herein, the term “combination,” “combined,” and related terms refers to the simultaneous or sequential administration of therapeutic agents in accordance with this invention. For example, a compound of the present invention can be administered with one or more other therapeutic agent(s) simultaneously or sequentially in separate unit dosage forms or together in a single unit dosage form. Accordingly, the present invention provides a single unit dosage form comprising a compound of the current invention, one or more other therapeutic agent(s), and a pharmaceutically acceptable earner, adjuvant, or vehicle.

[1222] The amount of a compound of the invention and one or more other therapeutic agent(s) (in those compositions which comprise an additional therapeutic agent as described above) that can be combined with the carrier materials to produce a single dosage form varies depending upon the host treated and the particular mode of administration. Preferably, a composition of the invention should be formulated so that a dosage of between 0.01 - 100 mg/kg body weight/day of a compound of the invention can be administered.

[1223] In those compositions which comprise one or more other therapeutic agent(s), the one or more other therapeutic agent(s) and a compound of the invention can act synergistically. Therefore, the amount of the one or more other therapeutic agent(s) in such compositions may be less than that required in a monotherapy utilizing only that therapeutic agent. In such compositions a dosage of between 0.01 - 1,000 pg/kg body weight/day of the one or more other therapeutic agent(s) can be administered.

[1224] The amount of one or more other therapeutic agent(s) present in the compositions of this invention may be no more than the amount that would normally be administered in a composition comprising that therapeutic agent as the only active agent. Preferably the amount of one or more other therapeutic agent(s) in the presently disclosed compositions ranges from about 50% to 100% of the amount normally present in a composition comprising that agent as the only therapeutically active agent. In some embodiments, one or more other therapeutic agent(s) is administered at a dosage of about 50%, about 55%, about 60%, about 65%, about 70%, about 75%, about 80%, about 85%, about 90%, or about 95% of the amount normally administered for that agent. As used herein, the phrase “normally administered” means the amount an FDA approved therapeutic agent is provided for dosing per the FDA label insert.

[1225] The compounds of this invention, or pharmaceutical compositions thereof, can also be incorporated into compositions for coating an implantable medical device, such as prostheses, artificial valves, vascular grafts, stents and catheters. Vascular stents, for example, have been used to overcome restenosis (re-narrowing of the vessel wall after injury). However, patients using stents or other implantable devices risk clot formation or platelet activation. These unwanted effects may be prevented or mitigated by pre-coating the device with a pharmaceutically acceptable composition comprising a kinase inhibitor. Implantable devices coated with a compound of this invention are another embodiment of the present invention.

Exemplary Other Therapeutic Agents

[1226] In some embodiments, one or more other therapeutic agent is a Poly ADP ribose polymerase (PARP) inhibitor. In some embodiments, a PARP inhibitor is selected from olaparib (LYNPARZA®, AstraZeneca); rucaparib (RUBRACA®, Clovis Oncology); niraparib (ZEJULA®, Tesaro); talazoparib (MDV3800/BMN 673/LT00673, Medivation/Pfizer/Biomarin); veliparib (ABT-888, Abb Vie); and BGB- 290 (BeiGene, Inc.).

[1227] In some embodiments, one or more other therapeutic agent is a histone deacetylase (HD AC) inhibitor. In some embodiments, an HD AC inhibitor is selected from vorinostat (ZOLIN ZA®, Merck); romidepsin (ISTODAX®, Celgene); panobinostat (FARYDAK®, Novartis); belinostat (BELEODAQ®, Spectrum Pharmaceuticals); entinostat (SNDX-275, Syndax Pharmaceuticals) (NCT00866333); and chidamide (EPIDAZA®, HBI-8000, Chipscreen Biosciences, China).

[1228] In some embodiments, one or more other therapeutic agent is a CDK inhibitor, such as a CDK4/CDK6 inhibitor. In some embodiments, a CDK 4/6 inhibitor is selected from palbociclib (1BRANCE®, Pfizer); ribociclib (K1SQALI®, Novartis); abemaciclib (Ly2835219, Eli Lilly); and trilaciclib (G1T28, G1 Therapeutics).

[1229] In some embodiments, one or more other therapeutic agent is a phosphatidylinositol 3 kinase (PI3K) inhibitor. In some embodiments, a PI3K inhibitor is selected from idelalisib (ZYDELIG®, Gilead), alpelisib (BYL719, Novartis), taselisib (GDC-0032, Genentech/Roche); pictilisib (GDC-0941, Genentech/Roche); copanlisib (BAY806946, Bayer); duvelisib (formerly IPI-145, Infinity Pharmaceuticals); PQR309 (Piqur Therapeutics, Switzerland); and TGR1202 (formerly RP5230, TG Therapeutics).

[1230] In some embodiments, one or more other therapeutic agent is a platinum-based therapeutic, also referred to as platins. Platins cause cross-linking of DNA, such that they inhibit DNA repair and/or DNA synthesis, mostly in rapidly reproducing cells, such as cancer cells. In some embodiments, a platinum-based therapeutic is selected from cisplatin (PLATINOL®, Bristol-Myers Squibb); carboplatin (PARAPLATIN®, Bristol-Myers Squibb; also, Teva; Pfizer); oxaliplatin (ELOXITIN® Sanofi-Aventis); nedaplatin (AQUPLA®, Shionogi), picoplatin (Poniard Pharmaceuticals); and satraplatin (JM-216, Agennix).

[1231] In some embodiments, one or more other therapeutic agent is a taxane compound, which causes disruption of microtubules, which are essential for cell division. In some embodiments, a taxane compound is selected from paclitaxel (TAXOL®, Bristol-Myers Squibb), docetaxel (TAXOTERE®, Sanofi-Aventis; DOCEFREZ®, Sun Pharmaceutical), albumin-bound paclitaxel (ABRAXANE®; Abraxis/Celgene), cabazitaxel (JEVTANA®, Sanofi-Aventis), and SID530 (SK Chemicals, Co.) (NCT00931008).

[1232] In some embodiments, one or more other therapeutic agent is a nucleoside inhibitor, or a therapeutic agent that interferes with normal DNA synthesis, protein synthesis, cell replication, or will otherwise inhibit rapidly proliferating cells.

[1233] In some embodiments, a nucleoside inhibitor is selected from trabectedin (guanidine alkylating agent, YONDELIS®, Janssen Oncology), mechlorethamine (alkylating agent, VALCHLOR®, Aktelion Pharmaceuticals); vincristine (ONCOVIN®, Eli Lilly; VINCAS AR®, Teva Pharmaceuticals; MARQIBO®, Talon Therapeutics); temozolomide (prodrug to alkylating agent 5-(3-methyltriazen-l-yl)- imidazole-4-carboxamide (MTIC) TEMODAR®, Merck); cytarabine injection (ara-C, antimetabolic cytidine analog, Pfizer); lomustine (alkylating agent, CEENU®, Bristol-Myers Squibb; GLEOSTINE®, NextSource Biotechnology); azacitidine (pyrimidine nucleoside analog of cytidine, VID AZA®, Celgene); omacetaxine mepesuccinate (cephalotaxine ester) (protein synthesis inhibitor, SYNRIBO®; Teva Pharmaceuticals); asparaginase Erwinia chrysanthemi (enzyme for depletion of asparagine, ELSPAR®, Lundbeck; ERWINAZE®, EUSA Pharma); eribulin mesylate (microtubule inhibitor, tubulin-based antimitotic, HALAVEN®, Eisai); cabazitaxel (microtubule inhibitor, tubulin-based antimitotic, JEVTANA®, Sanofi-Aventis); capacetrine (thymidylate synthase inhibitor, XELODA®, Genentech); bendamustine (bifunctional mechlorethamine derivative, believed to form interstrand DNA cross-links, TREANDA®, Cephalon/Teva); ixabepilone (semi-synthetic analog of epothilone B, microtubule inhibitor, tubulin-based antimitotic, IXEMPRA®, Bristol-Myers Squibb); nelarabine (prodrug of deoxyguanosine analog, nucleoside metabolic inhibitor, ARRANON®, Novartis); clorafabine (prodrug of ribonucleotide reductase inhibitor, competitive inhibitor of deoxycytidine, CLOLAR®, Sanofi-Aventis); and trifluridine and tipiracil (thymidine -based nucleoside analog and thymidine phosphorylase inhibitor, LONSURF®, Taiho Oncology).

[1234] In some embodiments, one or more other therapeutic agent is a kinase inhibitor or VEGF-R antagonist. Approved VEGF inhibitors and kinase inhibitors useful in the present invention include: bevacizumab (AVASTIN®, Genentech/Roche) an anti- VEGF monoclonal antibody; ramucirumab (CYRAMZA®, Eli Lilly), an anti-VEGFR-2 antibody and ziv-aflibercept, also known as VEGF Trap (ZALTRAP®; Regeneron/Sanofi). VEGFR inhibitors, such as regorafenib (STIVARGA®, Bayer); vandetanib (CAPRELSA®, AstraZeneca); axitinib (INLYTA®, Pfizer); and lenvatinib (LENVIMA®, Eisai); Raf inhibitors, such as sorafenib (NEXAVAR®, Bayer AG and Onyx); dabrafenib (TAF1NLAR®, Novartis); and vemurafenib (ZELBORAF®, Genentech/Roche); MEK inhibitors, such as cobimetanib (COTELLIC®, Exelexis/Genentech/Roche); trametinib (MEK1NIST®, Novartis); Bcr-Abl tyrosine kinase inhibitors, such as imatinib (GLEEVEC®, Novartis); nilotinib (TASIGNA®, Novartis); dasatinib (SPRYCEL®, BristolMyers Squibb); bosutinib (BOSULIF®, Pfizer); and ponatinib (INCLUSIG®, Ariad Pharmaceuticals); Her2 and EGFR inhibitors, such as gefitinib (IRESSA®, AstraZeneca); erlotinib (TARCEEVA®, Genentech/Roche/Astellas); lapatinib (TYKERB®, Novartis); afatinib (GILOTRIF®, Boehringer Ingelheim); osimertinib (targeting activated EGFR, TAGRIS SO®, AstraZeneca); and brigatinib (ALUNBRIG®, Ariad Pharmaceuticals); c-Met and VEGFR ₂ inhibitors, such as cabozanitib (COMETRIQ®, Exelexis); and multikinase inhibitors, such as sunitinib (SUTENT®, Pfizer); pazopanib (VOTRIENT®, Novartis); ALK inhibitors, such as crizotinib (XALKORI®, Pfizer); ceritinib (ZYKADIA®, Novartis); and alectinib (ALECENZa®, Genentech/Roche); Bruton’s tyrosine kinase inhibitors, such as ibrutinib (IMBRUVICA®, Pharmacyclics/Janssen); and Flt3 receptor inhibitors, such as midostaurin (RYDAPT®, Novartis).

[1235] Other kinase inhibitors and VEGF-R antagonists that are in development and may be used in the present invention include tivozanib (Aveo Pharmaceuticals); vatalanib (Bayer/Novartis); lucitanib (Clovis Oncology); dovitinib (TK1258, Novartis); Chiauanib (Chipscreen Biosciences); CEP-11981 (Cephalon); linifanib (Abbott Laboratories); neratinib (HK1-272, Puma Biotechnology); radotinib (SUPECT®, IY5511, II- Yang Pharmaceuticals, S. Korea); ruxolitinib (JAKAFI®, Incyte Corporation); PTC299 (PTC Therapeutics); CP-547,632 (Pfizer); foretinib (Exelexis, GlaxoSmithKline); quizartinib (Daiichi Sankyo) and motesanib (Amgen/Takeda).

[1236] In some embodiments, one or more other therapeutic agent is an mTOR inhibitor, which inhibits cell proliferation, angiogenesis and glucose uptake. In some embodiments, an mTOR inhibitor is everolimus (AFINITOR®, Novartis); temsirolimus (TORISEL®, Pfizer); and sirolimus (RAPAMUNE®, Pfizer).

[1237] In some embodiments, one or more other therapeutic agent is a proteasome inhibitor. Approved proteasome inhibitors useful in the present invention include bortezomib (VELCADE®, Takeda); carfilzomib (KYPROLIS®, Amgen); and ixazomib (N1NLARO®, Takeda).

[1238] In some embodiments, one or more other therapeutic agent is a growth factor antagonist, such as an antagonist of platelet-derived growth factor (PDGF), or epidermal growth factor (EGF) or its receptor (EGFR). Approved PDGF antagonists which may be used in the present invention include olaratumab (LARTRUVO®; Eli Lilly). Approved EGFR antagonists which may be used in the present invention include cetuximab (ERBITUX®, Eli Lilly); necitumumab (PORTRAZZA®, Eli Lilly), panitumumab (VECTIBIX®, Amgen); and osimertinib (targeting activated EGFR, TAGRISSO®, AstraZeneca).

[1239] In some embodiments, one or more other therapeutic agent is an aromatase inhibitor. In some embodiments, an aromatase inhibitor is selected from exemestane (AROMASIN®, Pfizer); anastazole (ARIMIDEX®, AstraZeneca) and letrozole (FEMARA®, Novartis).

[1240] In some embodiments, one or more other therapeutic agent is an antagonist of the hedgehog pathway. Approved hedgehog pathway inhibitors which may be used in the present invention include sonidegib (ODOMZO®, Sun Pharmaceuticals); and vismodegib (ERIVEDGE®, Genentech), both for treatment of basal cell carcinoma.

[1241] In some embodiments, one or more other therapeutic agent is a folic acid inhibitor. Approved folic acid inhibitors useful in the present invention include pemetrexed (ALIMTA®, Eli Lilly).

[1242] In some embodiments, one or more other therapeutic agent is a CC chemokine receptor 4 (CCR4) inhibitor. CCR4 inhibitors being studied that may be useful in the present invention include mogamulizumab (POTELIGEO®, Kyowa Hakko Kirin, lapan).

[1243] In some embodiments, one or more other therapeutic agent is an isocitrate dehydrogenase (IDH) inhibitor. IDH inhibitors being studied which may be used in the present invention include AG120 (Celgene; NCT02677922); AG221 (Celgene, NCT02677922; NCT02577406); BAY1436032 (Bayer, NCT02746081); IDH305 (Novartis, NCT02987010).

[1244] In some embodiments, one or more other therapeutic agent is an arginase inhibitor. Arginase inhibitors being studied which may be used in the present invention include AEB1102 (pegylated recombinant arginase, Aeglea Biotherapeutics), which is being studied in Phase 1 clinical trials for acute myeloid leukemia and myelodysplastic syndrome (NCT02732184) and solid tumors (NCT02561234); and CB-1158 (Calithera Biosciences).

[1245] In some embodiments, one or more other therapeutic agent is a glutaminase inhibitor. Glutaminase inhibitors being studied which may be used in the present invention include CB-839 (Calithera Biosciences).

[1246] In some embodiments, one or more other therapeutic agent is an antibody that binds to tumor antigens, that is, proteins expressed on the cell surface of tumor cells. Approved antibodies that bind to tumor antigens which may be used in the present invention include rituximab (R1TUXAN®, Genentech/Biogenldec); ofatumumab (anti-CD20, ARZERRA®, GlaxoSmithKline); obinutuzumab (anti- CD20, GAZYVA®, Genentech), ibritumomab (anti-CD20 and Yttrium-90, ZEVALIN®, Spectrum Pharmaceuticals); daratumumab (anti-CD38, DARZALEX®, Janssen Biotech), dinutuximab (anti- glycolipid GD2, UNITUXIN®, United Therapeutics); trastuzumab (anti-HER ₂ , HERCEPTIN®, Genentech); ado-trastuzumab emtansine (anti-HER ₂ , fused to emtansine, KADCYLA®, Genentech); and pertuzumab (anti-HER ₂ , PERJETA®, Genentech); and brentuximab vedotin (anti-CD30-drug conjugate, ADCETRIS®, Seattle Genetics).

[1247] In some embodiments, one or more other therapeutic agent is a topoisomerase inhibitor. Approved topoisomerase inhibitors useful in the present invention include irinotecan (ONIVYDE®, Merrimack Pharmaceuticals); topotecan (HYCAMTIN®, GlaxoSmithKline). Topoisomerase inhibitors being studied which may be used in the present invention include pixantrone (PIXUVRI®, CTI Biopharma).

[1248] In some embodiments, one or more other therapeutic agent is an inhibitor of anti-apoptotic proteins, such as BCL-2. Approved anti-apoptotics which may be used in the present invention include venetoclax (VENCLEXTA®, AbbVie/Genentech); and blinatumomab (BLINCYTO®, Amgen). Other therapeutic agents targeting apoptotic proteins which have undergone clinical testing and may be used in the present invention include navitoclax (ABT-263, Abbott), a BCL-2 inhibitor (NCT02079740).

[1249] In some embodiments, one or more other therapeutic agent is an androgen receptor inhibitor. Approved androgen receptor inhibitors useful in the present invention include enzalutamide (XTANDI®, Astellas/Medivation); approved inhibitors of androgen synthesis include abiraterone (ZYTIGA®, Centocor/Ortho); approved antagonist of gonadotropin-releasing hormone (GnRH) receptor (degaralix, FIRMAGON®, Ferring Pharmaceuticals).

[1250] In some embodiments, one or more other therapeutic agent is a selective estrogen receptor modulator (SERM), which interferes with the synthesis or activity of estrogens. Approved SERMs useful in the present invention include raloxifene (EVISTA®, Eli Lilly).

[1251] In some embodiments, one or more other therapeutic agent is an inhibitor of bone resorption. An approved therapeutic which inhibits bone resorption is Denosumab (XGEVA®, Amgen), an antibody that binds to RANKL, prevents binding to its receptor RANK, found on the surface of osteoclasts, their precursors, and osteoclast-like giant cells, which mediates bone pathology in solid tumors with osseous metastases. Other approved therapeutics that inhibit bone resorption include bisphosphonates, such as zoledronic acid (ZOMETA®, Novartis).

[1252] In some embodiments, one or more other therapeutic agent is an inhibitor of interaction between the two primary p53 suppressor proteins, MDMX and MDM2. Inhibitors of p53 suppression proteins being studied which may be used in the present invention include ALRN-6924 (Aileron), a stapled peptide that equipotently binds to and disrupts the interaction of MDMX and MDM2 with p53. ALRN- 6924 is currently being evaluated in clinical trials for the treatment of AML, advanced myelodysplastic syndrome (MDS) and peripheral T-cell lymphoma (PTCL) (NCT02909972; NCT02264613).

[1253] In some embodiments, one or more other therapeutic agent is an inhibitor of transforming growth factor-beta (TGF-beta or TGFB). Inhibitors of TGF-beta proteins being studied which may be used in the present invention include NIS793 (Novartis), an anti-TGF-beta antibody being tested in the clinic for treatment of various cancers, including breast, lung, hepatocellular, colorectal, pancreatic, prostate and renal cancer (NCT 02947165). In some embodiments, the inhibitor of TGF-beta proteins is fresolimumab (GCI008; Sanofi-Genzyme), which is being studied for melanoma (NCT00923169); renal cell carcinoma (NCT00356460); and non-small cell lung cancer (NCT02581787). Additionally, in some embodiments, the additional therapeutic agent is a TGF-beta trap, such as described in Connolly et al. (2012) Int’l J. Biological Sciences 8:964-978. One therapeutic compound currently in clinical trials for treatment of solid tumors is M7824 (Merck KgaA - formerly MSB0011459X), which is a bispecific, anti-PD-El/TGF-β trap compound (NCT02699515); and (NCT02517398). M7824 is comprised of a fully human IgGl antibody against PD-E1 fused to the extracellular domain of human TGF-beta receptor II, which functions as a TGF- P“trap.”

[1254] In some embodiments, one or more other therapeutic agent is selected from glembatumumab vedotin-monomethyl auristatin E (MMAE) (Celldex), an anti-glycoprotein NMB (gpNMB) antibody (CR011) linked to the cytotoxic MMAE. gpNMB is a protein overexpressed by multiple tumor types associated with cancer cells’ ability to metastasize.

[1255] In some embodiments, one or more other therapeutic agents is an antiproliferative compound. Such antiproliferative compounds include, but are not limited to aromatase inhibitors; antiestrogens; topoisomerase I inhibitors; topoisomerase II inhibitors; microtubule active compounds; alkylating compounds; histone deacetylase inhibitors; compounds which induce cell differentiation processes; cyclooxygenase inhibitors; MMP inhibitors; mTOR inhibitors; antineoplastic antimetabolites; platin compounds; compounds targeting/decreasing a protein or lipid kinase activity and further anti -angiogenic compounds; compounds which target, decrease or inhibit the activity of a protein or lipid phosphatase; gonadorelin agonists; anti-androgens; methionine aminopeptidase inhibitors; matrix metalloproteinase inhibitors; bisphosphonates; biological response modifiers; antiproliferative antibodies; heparanase inhibitors; inhibitors of Ras oncogenic isoforms; telomerase inhibitors; proteasome inhibitors; compounds used in the treatment of hematologic malignancies; compounds which target, decrease or inhibit the activity of Flt-3; Hsp90 inhibitors such as 17-AAG (17-allylaminogeldanamycin, NSC330507), 17-DMAG (17- dimethylaminoethylamino-17-demethoxy-geldanamycin, NSC707545), IPI-504, TEMODAL CNF1010, CNF2024, CNF 1010 from Conforma Therapeutics; temozolomide (TEMODAL®); kinesin spindle protein inhibitors, such as SB715992 or SB743921 from GlaxoSmithKline, or pentamidine/chlorpromazine from CombinatoRx; MEK inhibitors such as ARRY142886 from Array BioPharma, AZdg244 from AstraZeneca, PD181461 from Pfizer and leucovorin.

[1256] The term “aromatase inhibitor” as used herein relates to a compound which inhibits estrogen production, for instance, the conversion of the substrates androstenedione and testosterone to estrone and estradiol, respectively. The term includes, but is not limited to steroids, especially atamestane, exemestane and formestane and, in particular, non-steroids, especially aminoglutethimide, roglethimide, pyridoglutethimide, trilostane, testolactone, ketokonazole, vorozole, fadrozole, anastrozole and letrozole. Exemestane is marketed under the trade name AROMASIN™. Formestane is marketed under the trade name LENTARON™. Fadrozole is marketed under the trade name AFEMA™. Anastrozole is marketed under the trade name ARIMIDEX™. Letrozole is marketed under the trade names FEMARA™ or FEMAr™. Aminoglutethimide is marketed under the trade name ORIMETEN™. A combination of the invention comprising a chemotherapeutic agent which is an aromatase inhibitor is particularly useful for the treatment of hormone receptor positive tumors, such as breast tumors.

[1257] The term "antiestrogen" as used herein relates to a compound which antagonizes the effect of estrogens at the estrogen receptor level. The term includes, but is not limited to tamoxifen, fulvestrant, raloxifene and raloxifene hydrochloride. Tamoxifen is marketed under the trade name NOLVADEX™. Raloxifene hydrochloride is marketed under the trade name EVISTA™. Fulvestrant can be administered under the trade name FASLODEX™. A combination of the invention comprising a chemotherapeutic agent which is an antiestrogen is particularly useful for the treatment of estrogen receptor positive tumors, such as breast tumors.

[1258] The term "anti-androgen" as used herein relates to any substance which is capable of inhibiting the biological effects of androgenic hormones and includes, but is not limited to, bicalutamide (CASODEX™). The term "gonadorelin agonist" as used herein includes, but is not limited to abarelix, goserelin, and goserelin acetate. Goserelin can be administered under the trade name ZOLADEX™.

[1259] The term "topoisomerase I inhibitor" as used herein includes, but is not limited to topotecan, gimatecan, irinotecan, camptothecian and its analogues, 9-nitrocamptothecin and the macromolecular camptothecin conjugate PNU-166148. Irinotecan can be administered, e.g., in the form as it is marketed, e.g. , under the trademark CAMPTOSAR™. Topotecan is marketed under the trade name HY CAMPTIN™.

[1260] The term "topoisomerase II inhibitor" as used herein includes, but is not limited to the anthracyclines such as doxorubicin (including liposomal formulation, such as CAELYX™), daunorubicin, epirubicin, idarubicin and nemorubicin, the anthraquinones mitoxantrone and losoxantrone, and the podophillotoxines etoposide and teniposide. Etoposide is marketed under the trade name ETOPOPHOS™. Teniposide is marketed under the trade name VM 26-Bristol Doxorubicin is marketed under the trade name ACRIBLASTIN™ or ADRIAMYCIN™. Epirubicin is marketed under the trade name FARMORUBICIN™. Idarubicin is marketed, under the trade name ZAVEDOS™. Mitoxantrone is marketed under the trade name NOVANTRON™.

[1261] The term "microtubule active agent" relates to microtubule stabilizing, microtubule destabilizing compounds and microtublin polymerization inhibitors including, but not limited to taxanes, such as paclitaxel and docetaxel; vinca alkaloids, such as vinblastine or vinblastine sulfate, vincristine or vincristine sulfate, and vinorelbine; discodermolides; cochicine and epothilones and derivatives thereof. Paclitaxel is marketed under the trade name TAXOL™. Docetaxel is marketed under the trade name TAXOTERE™. Vinblastine sulfate is marketed under the trade name VINBLASTIN R.P™. Vincristine sulfate is marketed under the trade name FARMISTIN™.

[1262] The term "alkylating agent" as used herein includes, but is not limited to, cyclophosphamide, ifosfamide, melphalan or nitrosourea (BCNU or Gliadel). Cyclophosphamide is marketed under the trade name CYCLOSTIN™. Ifosfamide is marketed under the trade name HOLOXAN™.

[1263] The term "histone deacetylase inhibitors" or "HDAC inhibitors" relates to compounds which inhibit the histone deacetylase and which possess antiproliferative activity. This includes, but is not limited to, suberoylanilide hydroxamic acid (SAHA).

[1264] The term "antineoplastic antimetabolite" includes, but is not limited to, 5 -fluorouracil or 5-FU, capecitabine, gemcitabine, DNA demethylating compounds, such as 5-azacytidine and decitabine, methotrexate and edatrexate, and folic acid antagonists such as pemetrexed. Capecitabine is marketed under the trade name XELODA™. Gemcitabine is marketed under the trade name GEMZAR™.

[1265] The term "platin compound" as used herein includes, but is not limited to, carboplatin, cis- platin, cisplatinum and oxaliplatin. Carboplatin can be administered, e.g. , in the form as it is marketed, e.g. , under the trademark CARBOPLAT™. Oxaliplatin can be administered, e.g., in the form as it is marketed, e.g. under the trademark ELOXAT1N™.

[1266] The term "compounds targeting/ decreasing a protein or lipid kinase activity; or a protein or lipid phosphatase activity; or further anti-angiogenic compounds" as used herein includes, but is not limited to, protein tyrosine kinase and/or serine and/or threonine kinase inhibitors or lipid kinase inhibitors, such as a) compounds targeting, decreasing or inhibiting the activity of the platelet-derived growth factor- receptors (PDGFR), such as compounds which target, decrease or inhibit the activity of PDGFR, especially compounds which inhibit the PDGF receptor, such as an N-phenyl-2-pyrimidine-amine derivative, such as imatinib, SU101, SU6668 and GFB-111; b) compounds targeting, decreasing or inhibiting the activity of the fibroblast growth factor-receptors (FGFR); c) compounds targeting, decreasing or inhibiting the activity of the insulin-like growth factor receptor I (IGF-IR), such as compounds which target, decrease or inhibit the activity of IGF-IR, especially compounds which inhibit the kinase activity of IGF-I receptor, or antibodies that target the extracellular domain of IGF-I receptor or its growth factors; d) compounds targeting, decreasing or inhibiting the activity of the Trk receptor tyrosine kinase family, or ephrin B4 inhibitors; e) compounds targeting, decreasing or inhibiting the activity of the Axl receptor tyrosine kinase family; f) compounds targeting, decreasing or inhibiting the activity of the Ret receptor tyrosine kinase; g) compounds targeting, decreasing or inhibiting the activity of the Kit/SCFR receptor tyrosine kinase, such as imatinib; h) compounds targeting, decreasing or inhibiting the activity of the C-kit receptor tyrosine kinases, which are part of the PDGFR family, such as compounds which target, decrease or inhibit the activity of the c-Kit receptor tyrosine kinase family, especially compounds which inhibit the c-Kit receptor, such as imatinib; i) compounds targeting, decreasing or inhibiting the activity of members of the c-Abl family, their gene-fusion products (e.g, BCR-Abl kinase) and mutants, such as compounds which target decrease or inhibit the activity of c-Abl family members and their gene fusion products, such as an N- phenyl-2-pyrimidine-amine derivative, such as imatinib or nilotinib (AMN107); PD180970; AG957; NSC 680410; PD173955 from ParkeDavis; or dasatinib (BMS-354825); j) compounds targeting, decreasing or inhibiting the activity of members of the protein kinase C (PKC) and Raf family of serine/threonine kinases, members of the MEK, SRC, JAK/pan-JAK, FAK, PDK1, PKB/Akt, Ras/MAPK, PI3K, SYK, TYK2, BTK and TEC family, and/or members of the cyclin-dependent kinase family (CDK) including staurosporine derivatives, such as midostaurin; examples of further compounds include UCN-01, safingol, BAY 43-9006, Bryostatin 1, Perifosine; llmofosine; RO 318220 and RO 320432; GO 6976; Isis 3521; LY333531/LY379196; isochinoline compounds; FTIs; PD184352 or QAN697 (a P13K inhibitor) or AT7519 (CDK inhibitor); k) compounds targeting, decreasing or inhibiting the activity of protein-tyrosine kinase inhibitors, such as compounds which target, decrease or inhibit the activity of protein-tyrosine kinase inhibitors include imatinib mesylate (GLEEVEC™) or tyrphostin such as Tyrphostin A23/RG-50810; AG 99; Tyrphostin AG 213; Tyrphostin AG 1748; Tyrphostin AG 490; Tyrphostin B44; Tyrphostin B44 (+) enantiomer; Tyrphostin AG 555; AG 494; Tyrphostin AG 556, AG957 and adaphostin (4-{[(2,5- dihydroxyphenyl)methyl] amino} -benzoic acid adamantyl ester; NSC 680410, adaphostin); 1) compounds targeting, decreasing or inhibiting the activity of the epidermal growth factor family of receptor tyrosine kinases (EGFR ₁ ErbB2, ErbB3, ErbB4 as homo- or heterodimers) and their mutants, such as compounds which target, decrease or inhibit the activity of the epidermal growth factor receptor family are especially compounds, proteins or antibodies which inhibit members of the EGF receptor tyrosine kinase family, such as EGF receptor, ErbB2, ErbB3 and ErbB4 or bind to EGF or EGF related ligands, CP 358774, ZD 1839, ZM 105180; trastuzumab (HERCEPTIN™), cetuximab (ERBITUX™), Iressa, Tarceva, OSI-774, Cl- 1033, EKB-569, GW-2016, El.l, E2.4, E2.5, E6.2, E6.4, E2.l l, E6.3 or E7.6.3, and 7H-pyrrolo-[2,3- d]pyrimidine derivatives; m) compounds targeting, decreasing or inhibiting the activity of the c-Met receptor, such as compounds which target, decrease or inhibit the activity of c-Met, especially compounds which inhibit the kinase activity of c-Met receptor, or antibodies that target the extracellular domain of c- Met or bind to HGF, n) compounds targeting, decreasing or inhibiting the kinase activity of one or more JAK family members (JAK1/JAK2/JAK3/TYK2 and/or pan-JAK), including but not limited to PRT- 062070, SB-1578, baricitinib, pacritinib, momelotinib, VX-509, AZD-1480, TG-101348, tofacitinib, and ruxolitinib; o) compounds targeting, decreasing or inhibiting the kinase activity of PI3 kinase (PI3K) including but not limited to ATU-027, SF-1126, DS-7423, PBI-05204, GSK-2126458, ZSTK-474, buparlisib, pictrelisib, PF-4691502, BYL-719, dactolisib, XL-147, XL-765, and idelalisib; and; and q) compounds targeting, decreasing or inhibiting the signaling effects of hedgehog protein (Hh) or smoothened receptor (SMO) pathways, including but not limited to cyclopamine, vismodegib, itraconazole, erismodegib, and IPI-926 (saridegib).

[1267] The term “PI3K inhibitor” as used herein includes, but is not limited to compounds having inhibitory activity against one or more enzymes in the phosphatidylinositol-3-kinase family, including, but not limited to PI3Ka, PI3Ky, PI3K5, PI3K , PI3K-C2a, PI3K-C2 , PI3K-C2y, Vps34, pllO-a, pl lO-p, pl lO-y, pl 10-8, p85-a, p85-[3, p55-y, pl50, pl 01, and p87. Examples of PI3K inhibitors useful in this invention include but are not limited to ATU-027, SF-1126, DS-7423, PBI-05204, GSK-2126458, ZSTK- 474, buparlisib, pictrelisib, PF-4691502, BYL-719, dactolisib, XL-147, XL-765, and idelalisib.

[1268] The term “Bcl-2 inhibitor” as used herein includes, but is not limited to compounds having inhibitory activity against B-cell lymphoma 2 protein (Bcl-2), including but not limited to ABT- 199, ABT- 731, ABT-737, apogossypol, Ascenta’s pan-Bcl-2 inhibitors, curcumin (and analogs thereof), dual Bcl- 2/Bcl-xL inhibitors (Infinity Pharmaceuticals/Novartis Pharmaceuticals), Genasense (G3139), HA14-1 (and analogs thereof; see W02008118802), navitoclax (and analogs thereof, see US7390799), NH-1 (Shenayng Pharmaceutical University), obatoclax (and analogs thereof, see W02004106328), S-001 (Gloria Pharmaceuticals), TW series compounds (Univ, of Michigan), and venetoclax. In some embodiments the Bcl-2 inhibitor is a small molecule therapeutic. In some embodiments the Bcl-2 inhibitor is a peptidomimetic.

[1269] The term “BTK inhibitor” as used herein includes, but is not limited to compounds having inhibitory activity against Bruton’s Tyrosine Kinase (BTK), including, but not limited to AVL-292 and ibrutinib.

[1270] The term “SYK inhibitor” as used herein includes, but is not limited to compounds having inhibitory activity against spleen tyrosine kinase (SYK), including but not limited to PRT-062070, R-343, R-333, Excellair, PRT-062607, and fostamatinib.

[1271] Further examples of BTK inhibitory compounds, and conditions treatable by such compounds in combination with compounds of this invention can be found in W02008039218 and WO2011090760, the entirety of which are incorporated herein by reference.

[1272] Further examples of SYK inhibitory compounds, and conditions treatable by such compounds in combination with compounds of this invention can be found in W02003063794, W02005007623, and W02006078846, the entirety of which are incorporated herein by reference.

[1273] Further examples of PI3K inhibitory compounds, and conditions treatable by such compounds in combination with compounds of this invention can be found in W02004019973, W02004089925, W02007016176, US8138347, W02002088112, W02007084786, W02007129161, W02006122806, W02005113554, and W02007044729 the entirety of which are incorporated herein by reference.

[1274] Further examples of JAK inhibitory compounds, and conditions treatable by such compounds in combination with compounds of this invention can be found in W02009114512, W02008109943, W02007053452, W02000142246, and W02007070514, the entirety of which are incorporated herein by reference.

[1275] Further anti- angiogenic compounds include compounds having another mechanism for their activity, e.g. , unrelated to protein or lipid kinase inhibition e.g. , thalidomide (THALOMID™) and TNP- 470.

[1276] Examples of proteasome inhibitors useful for use in combination with compounds of the invention include, but are not limited to bortezomib, disulfiram, epigallocatechin-3 -gallate (EGCG), salinosporamide A, carfilzomib, ONX-0912, CEP-18770, and MLN9708.

[1277] Compounds which target, decrease or inhibit the activity of a protein or lipid phosphatase are e.g. inhibitors of phosphatase 1, phosphatase 2A, or CDC25, such as okadaic acid or a derivative thereof.

[1278] Compounds which induce cell differentiation processes include, but are not limited to, retinoic acid, a- y- or 5- tocopherol or a- y- or 5-tocotrienol.

[1279] The term cyclooxygenase inhibitor as used herein includes, but is not limited to, Cox-2 inhibitors, 5-alkyl substituted 2- arylaminophenylacetic acid and derivatives, such as celecoxib (CELEBREX™), rofecoxib (VIOXX™), etoricoxib, valdecoxib or a 5-alkyl-2- arylaminophenylacetic acid, such as 5-methyl-2-(2 ^† -chloro-6 ^† -fluoroanilino)phenyl acetic acid, lumiracoxib.

[1280] The term "bisphosphonates" as used herein includes, but is not limited to, etridonic, clodronic, tiludronic, pamidronic, alendronic, ibandronic, risedronic and zoledronic acid. Etridonic acid is marketed under the trade name DIDRONEL™. Clodronic acid is marketed under the trade name BONEFOS™. Tiludronic acid is marketed under the trade name Skelid™. Pamidronic acid is marketed under the trade name AREDIA™. Alendronic acid is marketed under the trade name FOSAMAX™. Ibandronic acid is marketed under the trade name BONDRANAT™. Risedronic acid is marketed under the trade name ACTONEL™. Zoledronic acid is marketed under the trade name ZOMETA™. The term "mTOR inhibitors" relates to compounds which inhibit the mammalian target of rapamycin (mTOR) and which possess antiproliferative activity such as sirolimus (RAPAMUNE®), everolimus (CERTICAN™), CCI-779 and ABT578.

[1281] The term "heparanase inhibitor" as used herein refers to compounds which target, decrease or inhibit heparin sulfate degradation. The term includes, but is not limited to, PI-88. The term "biological response modifier" as used herein refers to a lymphokine or interferons.

[1282] The term "inhibitor of Ras oncogenic isoforms", such as H-Ras, K-Ras, or N-Ras, as used herein refers to compounds which target, decrease or inhibit the oncogenic activity of Ras; for example, a "famesyl transferase inhibitor" such as L-744832, DK8G557 or R115777 (ZARNESTRA™). The term "telomerase inhibitor" as used herein refers to compounds which target, decrease or inhibit the activity of telomerase. Compounds which target, decrease or inhibit the activity of telomerase are especially compounds which inhibit the telomerase receptor, such as telomestatin.

[1283] The term "methionine aminopeptidase inhibitor" as used herein refers to compounds which target, decrease or inhibit the activity of methionine aminopeptidase. Compounds which target, decrease or inhibit the activity of methionine aminopeptidase include, but are not limited to, bengamide or a derivative thereof.

[1284] The term "proteasome inhibitor" as used herein refers to compounds which target, decrease or inhibit the activity of the proteasome. Compounds which target, decrease or inhibit the activity of the proteasome include, but are not limited to, Bortezomib (VELCADE™) and MLN 341.

[1285] The term "matrix metalloproteinase inhibitor" or ("MMP" inhibitor) as used herein includes, but is not limited to, collagen peptidomimetic and nonpeptidomimetic inhibitors, tetracycline derivatives, e.g., hydroxamate peptidomimetic inhibitor batimastat and its orally bioavailable analogue marimastat (BB- 2516), prinomastat (AG3340), metastat (NSC 683551) BMS-279251, BAY 12-9566, TAA211 , MM1270B or AAJ996.

[1286] The term "compounds used in the treatment of hematologic malignancies" as used herein includes, but is not limited to, FMS-like tyrosine kinase inhibitors, which are compounds targeting, decreasing or inhibiting the activity of FMS-like tyrosine kinase receptors (Flt-3R); interferon, 1-|3-D- arabinofuransylcytosine (ara-c) and bisulfan; and ALK inhibitors, which are compounds which target, decrease or inhibit anaplastic lymphoma kinase.

[1287] Compounds which target, decrease or inhibit the activity of FMS-like tyrosine kinase receptors (Flt-3R) are especially compounds, proteins or antibodies which inhibit members of the Flt-3R receptor kinase family, such as PKC412, midostaurin, a staurosporine derivative, SU11248 and MLN518.

[1288] The term "HSP90 inhibitors" as used herein includes, but is not limited to, compounds targeting, decreasing or inhibiting the intrinsic ATPase activity of HSP90; degrading, targeting, decreasing or inhibiting the HSP90 client proteins via the ubiquitin proteosome pathway. Compounds targeting, decreasing or inhibiting the intrinsic ATPase activity of HSP90 are especially compounds, proteins or antibodies which inhibit the ATPase activity of HSP90, such as 17-allylamino,17-demethoxygeldanamycin (17AAG), a geldanamycin derivative; other geldanamycin related compounds; radicicol and HD AC inhibitors.

[1289] The term "antiproliferative antibodies" as used herein includes, but is not limited to, trastuzumab (HERCEPTIN™), Trastuzumab-DMl, erbitux, bevacizumab (AVASTIN™), rituximab (RITUXAN®), PRO64553 (anti-CD40) and 2C4 Antibody. By antibodies is meant intact monoclonal antibodies, polyclonal antibodies, multispecific antibodies formed from at least 2 intact antibodies, and antibodies fragments so long as they exhibit the desired biological activity.

[1290] For the treatment of acute myeloid leukemia (AML), compounds of the current invention can be used in combination with standard leukemia therapies, especially in combination with therapies used for the treatment of AML. In particular, compounds of the current invention can be administered in combination with, for example, famesyl transferase inhibitors and/or other drugs useful for the treatment of AML, such as Daunorubicin, Adriamycin, Ara-C, VP- 16, Teniposide, Mitoxantrone, Idarubicin, Carboplatinum and PKC412.

[1291] Other anti-leukemic compounds include, for example, Ara-C, a pyrimidine analog, which is the 2 -alpha-hydroxy ribose (arabinoside) derivative of deoxycytidine. Also included is the purine analog of hypoxanthine, 6-mercaptopurine (6-MP) and fludarabine phosphate. Compounds which target, decrease or inhibit activity of histone deacetylase (HD AC) inhibitors such as sodium butyrate and suberoylanilide hydroxamic acid (SAHA) inhibit the activity of the enzymes known as histone deacetylases. Specific HD AC inhibitors include MS275, SAHA, FK228 (formerly FR901228), Trichostatin A and compounds disclosed in US 6,552,065 including, but not limited to, N-hydroxy-3-[4-[[[2-(2-methyl-lH-indol-3-yl)- ethyl]- amino]methyl]phenyl]-2E-2-propenamide, or a pharmaceutically acceptable salt thereof and N- hydroxy-3-[4-[(2-hydroxyethyl) {2-(lH-indol-3-yl)ethyl]-amino]methyl]phenyl]-2E-2- propenamide, or a pharmaceutically acceptable salt thereof, especially the lactate salt. Somatostatin receptor antagonists as used herein refer to compounds which target, treat or inhibit the somatostatin receptor such as octreotide, and SOM230. Tumor cell damaging approaches refer to approaches such as ionizing radiation. The term "ionizing radiation" referred to above and hereinafter means ionizing radiation that occurs as either electromagnetic rays (such as X-rays and gamma rays) or particles (such as alpha and beta particles). Ionizing radiation is provided in, but not limited to, radiation therapy and is known in the art. See Hellman, Principles of Radiation Therapy, Cancer, in Principles and Practice of Oncology, Devita et al., Eds., 4 ^th Edition, Vol. 1 , pp. 248-275 (1993).

[1292] Also included are EDG binders and ribonucleotide reductase inhibitors. The term “EDG binders” as used herein refers to a class of immunosuppressants that modulates lymphocyte recirculation, such as FTY720. The term “ribonucleotide reductase inhibitors” refers to pyrimidine or purine nucleoside analogs including, but not limited to, fludarabine and/or cytosine arabinoside (ara-C), 6-thioguanine, 5- fluorouracil, cladribine, 6-mercaptopurine (especially in combination with ara-C against ALL) and/or pentostatin. Ribonucleotide reductase inhibitors are especially hydroxyurea or 2-hydroxy-lH-isoindole-l ,3-dione derivatives.

[1293] Also included are in particular those compounds, proteins or monoclonal antibodies of VEGF such as l-(4-chloroanilino)-4-(4-pyridylmethyl)phthalazine or a pharmaceutically acceptable salt thereof, l-(4-chloroanilino)-4-(4-pyridylmethyl)phthalazine succinate; ANGIOSTATIN™; ENDOSTATIN™; anthranilic acid amides; ZD4190; Zdg474; SU5416; SU6668; bevacizumab; or anti- VEGF antibodies or anti- VEGF receptor antibodies, such as rhuMAb and RHUFab, VEGF aptamer such as Macugon; FLT-4 inhibitors, FLT-3 inhibitors, VEGFR-2 IgGI antibody, Angiozyme (RPI 4610) and Bevacizumab (AVASTIN™).

[1294] Photodynamic therapy as used herein refers to therapy which uses certain chemicals known as photosensitizing compounds to treat or prevent cancers. Examples of photodynamic therapy include treatment with compounds, such as VISUDYNE™ and porfimer sodium.

[1295] Angiostatic steroids as used herein refers to compounds which block or inhibit angiogenesis, such as, e.g., anecortave, triamcinolone, hydrocortisone, 11 -a-epihydrocotisol, cortexolone, 17a- hydroxyprogesterone, corticosterone, desoxycorticosterone, testosterone, estrone and dexamethasone.

[1296] Implants containing corticosteroids refers to compounds, such as fluocinolone and dexamethasone. [1297] Other chemotherapeutic compounds include, but are not limited to, plant alkaloids, hormonal compounds and antagonists; biological response modifiers, preferably lymphokines or interferons; antisense oligonucleotides or oligonucleotide derivatives; shRNA or siRNA; or miscellaneous compounds or compounds with other or unknown mechanism of action.

[1298] The structure of the active compounds identified by code numbers, generic or trade names may be taken from the actual edition of the standard compendium "The Merck Index" or from databases, e.g., Patents International (e.g., IMS World Publications).

Exemplary Immuno-Oncology agents

[1299] In some embodiments, one or more other therapeutic agent is an immuno-oncology agent. As used herein, the term “an immuno-oncology agent” refers to an agent which is effective to enhance, stimulate, and/or up-regulate immune responses in a subject. In some embodiments, the administration of an immuno-oncology agent with a compound of the invention has a synergic effect in treating a cancer.

An immuno-oncology agent can be, for example, a small molecule drug, an antibody, or a biologic or small molecule. Examples of biologic immuno-oncology agents include, but are not limited to, cancer vaccines, antibodies, and cytokines. In some embodiments, an antibody is a monoclonal antibody. In some embodiments, a monoclonal antibody is humanized or human.

In some embodiments, an immuno-oncology agent is (i) an agonist of a stimulatory (including a co- stimulatory) receptor or (ii) an antagonist of an inhibitory (including a co-inhibitory) signal on T cells, both of which result in amplifying antigen-specific T cell responses.

[1300] Certain of the stimulatory and inhibitory molecules are members of the immunoglobulin super family (IgSF). One important family of membrane-bound ligands that bind to co-stimulatory or co- inhibitory receptors is the B7 family, which includes B7-1, B7-2, B7-H1 (PD-L1), B7-DC (PD-L2), B7-H2 (ICOS-L), B7-H3, B7-H4, B7-H5 (VISTA), and B7-H6. Another family of membrane bound ligands that bind to co-stimulatory or co-inhibitory receptors is the TNF family of molecules that bind to cognate TNF receptor family members, which includes CD40 and CD40L, OX-40, OX-40L, CD70, CD27L, CD30, CD30L, 4-1BBL, CD137 (4-1BB), TRAIL/Apo2-L, TRAILR1/DR4, TRAILR ₂ /DR5, TRAILR3, TRAILR4, OPG, RANK, RANKL, TWEAKR/Fnl4, TWEAK, BAFFR, ED AR, XEDAR, TACI, APRIL, BCMA, LTβR, LIGHT, DcR3, HVEM, VEGI/TL1A, TRAMP/DR3, EDAR, EDAI, XEDAR, EDA2, TNFR1, Lymphotoxin ot/TNFβ, TNFR ₂ , TNFa, LTβR, Lymphotoxin alp2, FAS, FASL, RELT, DR6, TROY, NGFR.

[1301] In some embodiments, an immuno-oncology agent is a cytokine that inhibits T cell activation (e.g., IL-6, IL- 10, TGF-β, VEGF, and other immunosuppressive cytokines) or a cytokine that stimulates T cell activation, for stimulating an immune response. [1302] In some embodiments, a combination of a compound of the invention and an immuno-oncology agent can stimulate T cell responses. In some embodiments, an immuno-oncology agent is: (i) an antagonist of a protein that inhibits T cell activation (e.g. , immune checkpoint inhibitors) such as CTLA-4, PD- 1 , PD- Ll, PD-L2, LAG-3, TIM-3, Galectin 9, CEACAM-1, BTLA, CD69, Galectin-1, TIG1T, CD 113, GPR56, VISTA, 2B4, CD48, GARP, PD1H, LAIR1, TIM-1, andTIM-4; or (ii) an agonist of a protein that stimulates T cell activation such as B7-1, B7-2, CD28, 4-1BB (CD137), 4-1BBL, ICOS, ICOS-L, 0X40, OX40L, GITR, G1TRL, CD70, CD27, CD40, DR3 and CD28H.

[1303] In some embodiments, an immuno-oncology agent is an antagonist of inhibitory receptors on NK cells or an agonist of activating receptors on NK cells. In some embodiments, an immuno-oncology agent is an antagonist of KIR, such as lirilumab.

[1304] In some embodiments, an immuno-oncology agent is an agent that inhibits or depletes macrophages or monocytes, including but not limited to CSF-1R antagonists such as CSF-1R antagonist antibodies including RG7155 (W011/70024, WO11/107553, WO11/131407, WO13/87699, WO13/119716, WO 13/132044) or FPA-008 (WO11/140249; WO13169264; WO14/036357).

[1305] In some embodiments, an immuno-oncology agent is selected from agonistic agents that ligate positive costimulatory receptors, blocking agents that attenuate signaling through inhibitory receptors, antagonists, and one or more agents that increase systemically the frequency of anti-tumor T cells, agents that overcome distinct immune suppressive pathways within the tumor microenvironment (e.g, block inhibitory receptor engagement (e.g. , PD-L 1 /PD- 1 interactions), deplete or inhibit Tregs (e.g. , using an anti- CD25 monoclonal antibody (e.g, daclizumab) or by ex vivo anti-CD25 bead depletion), inhibit metabolic enzymes such as IDO, or reverse/prevent T cell energy or exhaustion) and agents that trigger innate immune activation and/or inflammation at tumor sites.

[1306] In some embodiments, an immuno-oncology agent is a CTLA-4 antagonist. In some embodiments, a CTLA-4 antagonist is an antagonistic CTLA-4 antibody. In some embodiments, an antagonistic CTLA-4 antibody is YERVOY (ipilimumab) or tremelimumab.

[1307] In some embodiments, an immuno-oncology agent is a PD-1 antagonist. In some embodiments, a PD- 1 antagonist is administered by infusion. In some embodiments, an immuno-oncology agent is an antibody or an antigen-binding portion thereof that binds specifically to a Programmed Death- 1 (PD-1) receptor and inhibits PD-1 activity. In some embodiments, a PD-1 antagonist is an antagonistic PD-1 antibody. In some embodiments, an antagonistic PD-1 antibody is OPDIVO (nivolumab), KEYTRUDA (pembrolizumab), or MEDI-0680 (AMP-514; WO2012/145493). In some embodiments, an immuno-oncology agent may be pidilizumab (CT-011). In some embodiments, an immuno-oncology agent is a recombinant protein composed of the extracellular domain of PD-L2 (B7-DC) fused to the Fc portion of lgGl, called AMP-224.

[1308] In some embodiments, an immuno-oncology agent is a PD-L1 antagonist. In some embodiments, a PD-L1 antagonist is an antagonistic PD-L1 antibody. In some embodiments, a PD-L1 antibody is MPDL3280A (RG7446; WO2010/077634), durvalumab (MEDI4736), BMS-936559 (W02007/005874), and MSB0010718C (WO2013/79174).

[1309] In some embodiments, an immuno-oncology agent is a LAG-3 antagonist. In some embodiments, a LAG-3 antagonist is an antagonistic LAG-3 antibody. In some embodiments, a LAG3 antibody is BMS-986016 (WG10/19570, WO14/08218), or IMP-731 or IMP-321 (WG08/132601, WO009/44273).

[1310] In some embodiments, an immuno-oncology agent is a CD 137 (4- IBB) agonist. In some embodiments, a CD 137 (4- IBB) agonist is an agonistic CD 137 antibody. In some embodiments, a CD 137 antibody is urelumab or PF-05082566 (WO 12/32433).

[1311] In some embodiments, an immuno-oncology agent is a GITR agonist. In some embodiments, a GITR agonist is an agonistic GITR antibody. In some embodiments, a GITR antibody is BMS-986153, BMS-986156, TRX-518 (WO006/105021 , W0009/009116), or MK-4166 (WO 11/028683).

[1312] In some embodiments, an immuno-oncology agent is an indoleamine (2,3)-dioxygenase (IDO) antagonist. In some embodiments, an IDO antagonist is selected from epacadostat (INCB024360, Incyte); indoximod (NLG-8189, NewLink Genetics Corporation); capmanitib (INC280, Novartis); GDC-0919 (Genentech/Roche); PF-06840003 (Pfizer); BMS:F001287 (Bristol-Myers Squibb); Phy906/KD108 (Phytoceutica); an enzyme that breaks down kynurenine (Kynase, Ikena Oncology, formerly known as Kyn Therapeutics); and NLG-919 (W009/73620, WO009/1156652, WO11/56652, WO12/142237).

[1313] In some embodiments, an immuno-oncology agent is an 0X40 agonist. In some embodiments, an 0X40 agonist is an agonistic 0X40 antibody. In some embodiments, an 0X40 antibody is MEDI-6383 or MEDI-6469.

[1314] In some embodiments, an immuno-oncology agent is an OX40L antagonist. In some embodiments, an OX40L antagonist is an antagonistic 0X40 antibody. In some embodiments, an OX40L antagonist is RG-7888 (WO06/029879).

[1315] In some embodiments, an immuno-oncology agent is a CD40 agonist. In some embodiments, a CD40 agonist is an agonistic CD40 antibody. In some embodiments, an immuno-oncology agent is a CD40 antagonist. In some embodiments, a CD40 antagonist is an antagonistic CD40 antibody. In some embodiments, a CD40 antibody is lucatumumab or dacetuzumab.

[1316] In some embodiments, an immuno-oncology agent is a CD27 agonist. In some embodiments, a CD27 agonist is an agonistic CD27 antibody. In some embodiments, a CD27 antibody is varlilumab. [1317] In some embodiments, an immuno-oncology agent is MGA271 (to B7H3) (WO 11/109400).

[1318] In some embodiments, an immuno-oncology agent is abagovomab, adecatumumab, afutuzumab, alemtuzumab, anatumomab mafenatox, apolizumab, atezolimab, avelumab, blinatumomab, BMS-936559, catumaxomab, durvalumab, epacadostat, epratuzumab, indoximod, inotuzumab ozogamicin, intelumumab, ipilimumab, isatuximab, lambrolizumab, MED14736, MPDL3280A, nivolumab, obinutuzumab, ocaratuzumab, ofatumumab, olatatumab, pembrolizumab, pidilizumab, rituximab, ticilimumab, samalizumab, or tremelimumab.

[1319] In some embodiments, an immuno-oncology agent is an immunostimulatory agent. For example, antibodies blocking the PD-1 and PD-L1 inhibitory axis can unleash activated tumor-reactive T cells and have been shown in clinical trials to induce durable anti-tumor responses in increasing numbers of tumor histologies, including some tumor types that conventionally have not been considered immunotherapy sensitive. See, e.g., Okazaki, T. et al. (2013) Nat. Immunol. 14, 1212-1218; Zou et al. (2016) Sci. Transl. Med. 8. The anti-PD-1 antibody nivolumab (OPDIVO®, Bristol-Myers Squibb, also known as ONO-4538, MDX1106 and BMS-936558), has shown potential to improve the overall survival in patients with RCC who had experienced disease progression during or after prior anti-angiogenic therapy.

[1320] In some embodiments, the immunomodulatory therapeutic specifically induces apoptosis of tumor cells. Approved immunomodulatory therapeutics which may be used in the present invention include pomalidomide (POMALYST®, Celgene); lenalidomide (REVLIMID®, Celgene); ingenol mebutate (PICATO®, LEO Pharma).

[1321] In some embodiments, an immuno-oncology agent is a cancer vaccine. In some embodiments, the cancer vaccine is selected from sipuleucel-T (PRO VEN GE®, Dendreon/Valeant Pharmaceuticals), which has been approved for treatment of asymptomatic, or minimally symptomatic metastatic castrate- resistant (hormone-refractory) prostate cancer; and talimogene laherparepvec (IMLYGIC®, BioVex/Amgen, previously known as T-VEC), a genetically modified oncolytic viral therapy approved for treatment of unresectable cutaneous, subcutaneous and nodal lesions in melanoma. In some embodiments, an immuno-oncology agent is selected from an oncolytic viral therapy such as pexastimogene devacirepvec (PexaVec/JX-594, SillaJen/formerly Jennerex Biotherapeutics), a thymidine kinase- (TK-) deficient vaccinia virus engineered to express GM-CSF, for hepatocellular carcinoma (NCT02562755) and melanoma (NCT00429312); pelareorep (REOLYSIN®, Oncolytics Biotech), a variant of respiratory enteric orphan virus (reovirus) which does not replicate in cells that are not RAS -activated, in numerous cancers, including colorectal cancer (NCT01622543); prostate cancer (NCT01619813); head and neck squamous cell cancer (NCT01166542); pancreatic adenocarcinoma (NCT00998322); and non-small cell lung cancer (NSCLC) (NCT 00861627); enadenotucirev (NG-348, PsiOxus, formerly known as ColoAdl), an adenovirus engineered to express a full length CD80 and an antibody fragment specific for the T-cell receptor CD3 protein, in ovarian cancer (NCT02028117); metastatic or advanced epithelial tumors such as in colorectal cancer, bladder cancer, head and neck squamous cell carcinoma and salivary gland cancer (NCT02636036); ONCOS-102 (Targovax/formerly Oncos), an adenovirus engineered to express GM-CSF, in melanoma (NCT03003676); and peritoneal disease, colorectal cancer or ovarian cancer (NCT02963831); GL-0NC1 (GLV-lh68/GLV-lhl53, Genelux GmbH), vaccinia viruses engineered to express beta- galactosidase (beta-gal)/beta-glucoronidase or beta-gal/human sodium iodide symporter (hNIS), respectively, were studied in peritoneal carcinomatosis (NCT01443260); fallopian tube cancer, ovarian cancer (NCT 02759588); or CG0070 (Cold Genesys), an adenovirus engineered to express GM-CSF, in bladder cancer (NCT02365818).

[1322] In some embodiments, an immuno-oncology agent is selected from JX-929 (SillaJen/formerly Jennerex Biotherapeutics), a TK- and vaccinia growth factor-deficient vaccinia virus engineered to express cytosine deaminase, which is able to convert the prodrug 5 -fluorocytosine to the cytotoxic drug 5- fluorouracil; TG01 and TG02 (Targovax/formerly Oncos), peptide -based immunotherapy agents targeted for difficult- to-treat RAS mutations; and TILT- 123 (TILT Biotherapeutics), an engineered adenovirus designated: Ad5/3-E2F-delta24-hTNFa-IRES-hIL20; and VSV-GP (ViraTherapeutics) a vesicular stomatitis virus (VSV) engineered to express the glycoprotein (GP) of lymphocytic choriomeningitis virus (LCMV), which can be further engineered to express antigens designed to raise an antigen-specific CD8 ⁺ T cell response.

[1323] In some embodiments, an immuno-oncology agent is a T-cell engineered to express a chimeric antigen receptor, or CAR. The T-cells engineered to express such chimeric antigen receptor are referred to as a CAR-T cells.

[1324] CARs have been constructed that consist of binding domains, which may be derived from natural ligands, single chain variable fragments (scFv) derived from monoclonal antibodies specific for cell-surface antigens, fused to endodomains that are the functional end of the T-cell receptor (TCR), such as the CD3-zeta signaling domain from TCRs, which is capable of generating an activation signal in T lymphocytes. Upon antigen binding, such CARs link to endogenous signaling pathways in the effector cell and generate activating signals similar to those initiated by the TCR complex.

[1325] For example, in some embodiments the CAR-T cell is one of those described in U.S. Patent 8,906,682 (June et al , hereby incorporated by reference in its entirety), which discloses CAR-T cells engineered to comprise an extracellular domain having an antigen binding domain (such as a domain that binds to CD 19), fused to an intracellular signaling domain of the T cell antigen receptor complex zeta chain (such as CD3 zeta). When expressed in the T cell, the CAR is able to redirect antigen recognition based on the antigen binding specificity. In the case of CD 19, the antigen is expressed on malignant B cells. Over 200 clinical trials are currently in progress employing CAR-T in a wide range of indications. [https://clinicaltrials.gov/ct2/results?term=chimeric+antige n+receptors&pg=l ].

[1326] In some embodiments, an immunostimulatory agent is an activator of retinoic acid receptor- related orphan receptor y (RORyt). RORyt is a transcription factor with key roles in the differentiation and maintenance of Type 17 effector subsets of CD4+ (Th 17) and CD8+ (Tcl7) T cells, as well as the differentiation of IL- 17 expressing innate immune cell subpopulations such as NK cells. In some embodiments, an activator of RORyt is LYC-55716 (Lycera), which is currently being evaluated in clinical trials for the treatment of solid tumors (NCT02929862).

[1327] In some embodiments, an immunostimulatory agent is an agonist or activator of a toll-like receptor (TLR). Suitable activators of TLRs include an agonist or activator of TLR9 such as SD-101 (Dynavax). SD-101 is an immunostimulatory CpG which is being studied for B-cell, follicular and other lymphomas (NCT02254772). Agonists or activators of TLR8 which may be used in the present invention include motolimod (VTX-2337, VentiRx Pharmaceuticals) which is being studied for squamous cell cancer of the head and neck (NCT02124850) and ovarian cancer (NCT02431559).

[1328] Other immuno-oncology agents that can be used in the present invention include urelumab (BMS-663513, Bristol-Myers Squibb), an anti-CD137 monoclonal antibody; varlilumab (CDX-1127, Celldex Therapeutics), an anti-CD27 monoclonal antibody; BMS-986178 (Bristol-Myers Squibb), an anti- 0X40 monoclonal antibody; lirilumab (IPH2102/BMS-986015, Innate Pharma, Bristol-Myers Squibb), an anti-KIR monoclonal antibody; monalizumab (IPH2201, Innate Pharma, AstraZeneca) an anti-NKG2A monoclonal antibody; andecaliximab (GS-5745, Gilead Sciences), an anti-MMP9 antibody; MK-4166 (Merck & Co.), an anti-GITR monoclonal antibody.

[1329] In some embodiments, an immunostimulatory agent is selected from elotuzumab, mifamurtide, an agonist or activator of a toll-like receptor, and an activator of RORyt.

[1330] In some embodiments, an immuno stimulatory therapeutic is recombinant human interleukin 15 (rhIL-15). rhlL-15 has been tested in the clinic as a therapy for melanoma and renal cell carcinoma (NCT01021059 and NCT01369888) and leukemias (NCT02689453). In some embodiments, an immunostimulatory agent is recombinant human interleukin 12 (rhlL- 12). In some embodiments, an IL- 15 based immunotherapeutic is heterodimeric IL- 15 (hetIL-15, Novartis/Admune), a fusion complex composed of a synthetic form of endogenous IL- 15 complexed to the soluble IL- 15 binding protein IL- 15 receptor alpha chain (IL15:sIL-15RA), which has been tested in Phase 1 clinical trials for melanoma, renal cell carcinoma, non-small cell lung cancer and head and neck squamous cell carcinoma (NCT02452268). In some embodiments, a recombinant human interleukin 12 (rhIL-12) is NM-IL-12 (Neumedicines, Inc.), NCT02544724, or NCT02542124.

[1331] In some embodiments, an immuno-oncology agent is selected from those descripted in Jerry L. Adams et al., “Big opportunities for small molecules in immuno-oncology,” Cancer Therapy 2015, Vol. 14, pages 603-622, the content of which is incorporated herein by reference in its entirety. In some embodiments, an immuno-oncology agent is selected from the examples described in Table 1 of Jerry L. Adams et al. In some embodiments, an immuno-oncology agent is a small molecule targeting an immuno- oncology target selected from those listed in Table 2 of Jerry L. Adams et al. In some embodiments, an immuno-oncology agent is a small molecule agent selected from those listed in Table 2 of Jerry L. Adams et al.

[1332] In some embodiments, an immuno-oncology agent is selected from the small molecule immuno-oncology agents described in Peter L. Toogood, “Small molecule immuno-oncology therapeutic agents,” Bioorganic & Medicinal Chemistry Letters 2018, Vol. 28, pages 319-329, the content of which is incorporated herein by reference in its entirety. In some embodiments, an immuno-oncology agent is an agent targeting the pathways as described in Peter L. Toogood.

[1333] In some embodiments, an immuno-oncology agent is selected from those described in Sandra L. Ross et al., “Bispecific T cell engager (BITE® ) antibody constructs can mediate bystander tumor cell killing”, PLoS ONE 12(8): eO 183390, the content of which is incorporated herein by reference in its entirety. In some embodiments, an immuno-oncology agent is a bispecific T cell engager (BITE®) antibody construct. In some embodiments, a bispecific T cell engager (BITE®) antibody construct is a CD19/CD3 bispecific antibody construct. In some embodiments, a bispecific T cell engager (BITE®) antibody construct is an EGFR/CD3 bispecific antibody construct. In some embodiments, a bispecific T cell engager (BITE®) antibody construct activates T cells. In some embodiments, a bispecific T cell engager (BITE®) antibody construct activates T cells, which release cytokines inducing upregulation of intercellular adhesion molecule 1 (ICAM-1) and FAS on bystander cells. In some embodiments, a bispecific T cell engager (BITE®) antibody construct activates T cells which result in induced bystander cell lysis. In some embodiments, the bystander cells are in solid tumors. In some embodiments, the bystander cells being lysed are in proximity to the BITE®-activated T cells. In some embodiments, the bystander cells comprises tumor-associated antigen (TAA) negative cancer cells. In some embodiment, the bystander cells comprise EGFR-negative cancer cells. In some embodiments, an immuno-oncology agent is an antibody which blocks the PD-L1/PD1 axis and/or CTLA4. In some embodiments, an immuno-oncology agent is an ex vivo expanded tumor-infiltrating T cell. In some embodiments, an immuno-oncology agent is a bispecific antibody construct or chimeric antigen receptors (CARs) that directly connect T cells with tumor-associated surface antigens (TAAs). Exemplary Immune Checkpoint Inhibitors

[1334] In some embodiments, an immuno-oncology agent is an immune checkpoint inhibitor as described herein.

[1335] The term “checkpoint inhibitor” as used herein relates to agents useful in preventing cancer cells from avoiding the immune system of the patient. One of the major mechanisms of anti-tumor immunity subversion is known as “T-cell exhaustion,” which results from chronic exposure to antigens that has led to up-regulation of inhibitory receptors. These inhibitory receptors serve as immune checkpoints in order to prevent uncontrolled immune reactions.

[1336] PD- 1 and co-inhibitory receptors such as cytotoxic T-lymphocyte antigen 4 (CTLA-4, B and T Lymphocyte Attenuator (BTLA; CD272), T cell Immunoglobulin and Mucin domain-3 (Tim-3), Lymphocyte Activation Gene-3 (Lag-3; CD223), and others are often referred to as a checkpoint regulators. They act as molecular “gatekeepers” that allow extracellular information to dictate whether cell cycle progression and other intracellular signaling processes should proceed.

[1337] In some embodiments, an immune checkpoint inhibitor is an antibody to PD-1. PD-1 binds to the programmed cell death 1 receptor (PD-1) to prevent the receptor from binding to the inhibitory ligand PDL-1, thus overriding the ability of tumors to suppress the host anti-tumor immune response.

[1338] In some embodiments, the checkpoint inhibitor is a biologic therapeutic or a small molecule. In some embodiments, the checkpoint inhibitor is a monoclonal antibody, a humanized antibody, a fully human antibody, a fusion protein or a combination thereof. In some embodiments, the checkpoint inhibitor inhibits a checkpoint protein selected from CTLA-4, PDL1, PDL2, PD1, B7-H3, B7-H4, BTLA, HVEM, TIM3, GAL9, LAG3, VISTA, KIR, 2B4, CD 160, CGEN- 15049, CHK 1, CHK2, A2aR, B-7 family ligands or a combination thereof. In some embodiments, the checkpoint inhibitor interacts with a ligand of a checkpoint protein selected from CTLA-4, PDL1, PDL2, PD1, B7-H3, B7-H4, BTLA, HVEM, TIM3, GAL9, LAG3, VISTA, KIR, 2B4, CD 160, CGEN- 15049, CHK 1, CHK2, A2aR, B-7 family ligands or a combination thereof. In some embodiments, the checkpoint inhibitor is an immunostimulatory agent, a T cell growth factor, an interleukin, an antibody, a vaccine or a combination thereof. In some embodiments, the interleukin is IL-7 or IL- 15. In some embodiments, the interleukin is glycosylated IL-7. In an additional aspect, the vaccine is a dendritic cell (DC) vaccine.

[1339] Checkpoint inhibitors include any agent that blocks or inhibits in a statistically significant manner, the inhibitory pathways of the immune system. Such inhibitors can include small molecule inhibitors or can include antibodies, or antigen binding fragments thereof, that bind to and block or inhibit immune checkpoint receptors or antibodies that bind to and block or inhibit immune checkpoint receptor ligands. Illustrative checkpoint molecules that can be targeted for blocking or inhibition include, but are not limited to, CTLA-4, PDL1, PDL2, PD1, B7-H3, B7-H4, BTLA, HVEM, GAL9, LAG3, TIM3, VISTA, KIR, 2B4 (belongs to the CD2 family of molecules and is expressed on all NK, y§, and memory CD8 ⁺ (a|3) T cells), CD160 (also referred to as BY55), CGEN-15049, CHK 1 and CHK2 kinases, A2aR, and various B-7 family ligands. B7 family ligands include, but are not limited to, B7- 1, B7-2, B7-DC, B7-H1, B7-H2, B7-H3, B7-H4, B7-H5, B7-H6 and B7-H7. Checkpoint inhibitors include antibodies, or antigen binding fragments thereof, other binding proteins, biologic therapeutics, or small molecules, that bind to and block or inhibit the activity of one or more of CTLA-4, PDL1, PDL2, PD1, BTLA, HVEM, TIM3, GAL9, LAG3, VISTA, KIR, 2B4, CD 160 and CGEN-15049. Illustrative immune checkpoint inhibitors include, but are not limited to, Tremelimumab (CTLA-4 blocking antibody), anti-OX40, PD-L1 monoclonal Antibody (Anti-B7-Hl; MEDI4736), MK-3475 (PD-1 blocker), Nivolumab (anti-PDl antibody), CT-011 (anti-PDl antibody), BY55 monoclonal antibody, AMP224 (anti-PDLl antibody), BMS- 936559 (anti-PDLl antibody), MPLDL3280A (anti-PDLl antibody), MSB0010718C (anti-PDLl antibody), and ipilimumab (anti-CTLA-4 checkpoint inhibitor). Checkpoint protein ligands include, but are not limited to PD-L1, PD- L2, B7-H3, B7-H4, CD28, CD86 and TIM-3.

[1340] In certain embodiments, the immune checkpoint inhibitor is selected from a PD-1 antagonist, a PD-L1 antagonist, and a CTLA-4 antagonist. In some embodiments, the checkpoint inhibitor is selected from the group consisting of nivolumab (OPDIVO®), ipilimumab (YERVOY®), and pembrolizumab (KEYTRUDA®). In some embodiments, the checkpoint inhibitor is selected from nivolumab (anti-PD-1 antibody, OPDIVO®, Bristol-Myers Squibb); pembrolizumab (anti-PD-1 antibody, KEYTRUDA®, Merck); ipilimumab (anti-CTLA-4 antibody, YERVOY®, Bristol-Myers Squibb); durvalumab (anti-PD-Ll antibody, IMFINZI®, AstraZeneca); and atezolizumab (anti-PD-Ll antibody, TECENTRIQ®, Genentech).

[1341] In some embodiments, the checkpoint inhibitor is selected from the group consisting of lambrolizumab (MK-3475), nivolumab (BMS-936558), pidilizumab (CT-011), AMP-224, MDX-1105, MEDI4736, MPDL3280A, BMS-936559, ipilimumab, lirlumab, IPH2101, pembrolizumab (KEYTRUDA®), and tremelimumab.

[1342] In some embodiments, an immune checkpoint inhibitor is REGN2810 (Regeneron), an anti- PD-1 antibody tested in patients with basal cell carcinoma (NCT03132636); NSCLC (NCT03088540); cutaneous squamous cell carcinoma (NCT02760498); lymphoma (NCT02651662); and melanoma (NCT03002376); pidilizumab (CureTech), also known as CT-011, an antibody that binds to PD-1, in clinical trials for diffuse large B-cell lymphoma and multiple myeloma; avelumab (BAVENCIO®, Pfizer/Merck KGaA), also known as MSB0010718C), a fully human IgGl anti-PD-Ll antibody, in clinical trials for non- small cell lung cancer, Merkel cell carcinoma, mesothelioma, solid tumors, renal cancer, ovarian cancer, bladder cancer, head and neck cancer, and gastric cancer; or PDR001 (Novartis), an inhibitory antibody that binds to PD- 1 , in clinical trials for non-small cell lung cancer, melanoma, triple negative breast cancer and advanced or metastatic solid tumors. Tremelimumab (CP-675,206; Astrazeneca) is a fully human monoclonal antibody against CTLA-4 that has been in studied in clinical trials for a number of indications, including: mesothelioma, colorectal cancer, kidney cancer, breast cancer, lung cancer and non-small cell lung cancer, pancreatic ductal adenocarcinoma, pancreatic cancer, germ cell cancer, squamous cell cancer of the head and neck, hepatocellular carcinoma, prostate cancer, endometrial cancer, metastatic cancer in the liver, liver cancer, large B-cell lymphoma, ovarian cancer, cervical cancer, metastatic anaplastic thyroid cancer, urothelial cancer, fallopian tube cancer, multiple myeloma, bladder cancer, soft tissue sarcoma, and melanoma. AGEN- 1884 (Agenus) is an anti-CTLA4 antibody that is being studied in Phase 1 clinical trials for advanced solid tumors (NCT02694822).

[1343] In some embodiments, a checkpoint inhibitor is an inhibitor of T-cell immunoglobulin mucin containing protein-3 (TIM-3). TIM-3 inhibitors that may be used in the present invention include TSR-022, LY3321367 and MBG453. TSR-022 (Tesaro) is an anti-TIM-3 antibody which is being studied in solid tumors (NCT02817633). LY3321367 (Eli Lilly) is an anti-TIM-3 antibody which is being studied in solid tumors (NCT03099109). MBG453 (Novartis) is an anti-TIM-3 antibody which is being studied in advanced malignancies (NCT02608268).

[1344] In some embodiments, a checkpoint inhibitor is an inhibitor of T cell immunoreceptor with Ig and ITIM domains, or TIGIT, an immune receptor on certain T cells and NK cells. TIGIT inhibitors that may be used in the present invention include BMS-986207 (Bristol-Myers Squibb), an anti-TIGIT monoclonal antibody (NCT02913313); OMP-313M32 (Oncomed); and anti-TIGIT monoclonal antibody (NCT03119428).

[1345] In some embodiments, a checkpoint inhibitor is an inhibitor of Lymphocyte Activation Gene- 3 (LAG-3). LAG-3 inhibitors that may be used in the present invention include BMS-986016 and REGN3767 and IMP321. BMS-986016 (Bristol-Myers Squibb), an anti-LAG-3 antibody, is being studied in glioblastoma and gliosarcoma (NCT02658981). REGN3767 (Regeneron), is also an anti-LAG-3 antibody, and is being studied in malignancies (NCT03005782). IMP321 (Immutep S.A.) is an LAG-3-Ig fusion protein, being studied in melanoma (NCT02676869); adenocarcinoma (NCT02614833); and metastatic breast cancer (NCT00349934).

[1346] Checkpoint inhibitors that can be used in the present invention include 0X40 agonists. 0X40 agonists that are being studied in clinical trials include PL-04518600/PF-8600 (Pfizer), an agonistic anti- 0X40 antibody, in metastatic kidney cancer (NCT03092856) and advanced cancers and neoplasms (NCT02554812; NCT05082566); GSK3174998 (Merck), an agonistic anti-OX40 antibody, in Phase 1 cancer trials (NCT02528357); MEDI0562 (Medimmune/AstraZeneca), an agonistic anti-OX40 antibody, in advanced solid tumors (NCT02318394 and NCT02705482); MEDI6469, an agonistic anti-OX40 antibody (Medimmune/ AstraZeneca), in patients with colorectal cancer (NCT02559024), breast cancer (NCTO 1862900), head and neck cancer (NCT02274155) and metastatic prostate cancer (NCT01303705); and BMS-986178 (Bristol-Myers Squibb) an agonistic anti-OX40 antibody, in advanced cancers (NCT02737475).

[1347] Checkpoint inhibitors that can be used in the present invention include CD137 (also called 4- 1BB) agonists. CD137 agonists that are being studied in clinical trials include utomilumab (PF-05082566, Pfizer) an agonistic anti-CD137 antibody, in diffuse large B-cell lymphoma (NCT02951156) and in advanced cancers and neoplasms (NCT02554812 and NCT05082566); urelumab (BMS-663513, Bristol- Myers Squibb), an agonistic anti-CD137 antibody, in melanoma and skin cancer (NCT02652455) and glioblastoma and gliosarcoma (NCT02658981); and CTX-471 (Compass Therapeutics), an agonistic anti- CD137 antibody in metastatic or locally advanced malignancies (NCT03881488).

[1348] Checkpoint inhibitors that can be used in the present invention include CD27 agonists. CD27 agonists that are being studied in clinical trials include varlilumab (CDX-1127, Celldex Therapeutics) an agonistic anti-CD27 antibody, in squamous cell head and neck cancer, ovarian carcinoma, colorectal cancer, renal cell cancer, and glioblastoma (NCT02335918); lymphomas (NCT01460134); and glioma and astrocytoma (NCT02924038).

[1349] Checkpoint inhibitors that can be used in the present invention include glucocorticoid-induced tumor necrosis factor receptor (GITR) agonists. GITR agonists that are being studied in clinical trials include TRX518 (Leap Therapeutics), an agonistic anti-GITR antibody, in malignant melanoma and other malignant solid tumors (NCT01239134 and NCT02628574); GWN323 (Novartis), an agonistic anti-GITR antibody, in solid tumors and lymphoma (NCT 02740270); INCAGN01876 (Incyte/Agenus), an agonistic anti-GITR antibody, in advanced cancers (NCT02697591 andNCT03126110); MK-4166 (Merck), an agonistic anti-GITR antibody, in solid tumors (NCT02132754) and MEDI1873 (Medimmune/ AstraZeneca), an agonistic hexameric GITR-ligand molecule with a human IgGl Fc domain, in advanced solid tumors (NCT02583165).

[1350] Checkpoint inhibitors that can be used in the present invention include inducible T-cell co- stimulator (ICOS, also known as CD278) agonists. ICOS agonists that are being studied in clinical trials include MEDI-570 (Medimmune), an agonistic anti-ICOS antibody, in lymphomas (NCT02520791); GSK3359609 (Merck), an agonistic anti-ICOS antibody, in Phase 1 (NCT02723955); JTX-2011 (Jounce Therapeutics), an agonistic anti-ICOS antibody, in Phase 1 (NCT02904226).

[1351] Checkpoint inhibitors that can be used in the present invention include killer IgG-like receptor (KIR) inhibitors. KIR inhibitors that are being studied in clinical trials include lirilumab (IPH2102/BMS- 986015, Innate Pharma/Bristol-Myers Squibb), an anti-KIR antibody, in leukemias (NCT01687387, NCT02399917, NCT02481297, NCT02599649), multiple myeloma (NCT02252263), and lymphoma (NCT01592370); IPH2101 (1-7F9, Innate Pharma) in myeloma (NCT01222286 and NCT01217203); and IPH4102 (Innate Pharma), an anti-KIR antibody that binds to three domains of the long cytoplasmic tail (KIR3DL2), in lymphoma (NCT02593045).

[1352] Checkpoint inhibitors that can be used in the present invention include CD47 inhibitors of interaction between CD47 and signal regulatory protein alpha (SIRPa). CD47/SIRPa inhibitors that are being studied in clinical trials include ALX-148 (Alexo Therapeutics), an antagonistic variant of (SIRPa) that binds to CD47 and prevents CD47/SIRPa-mediated signaling, in phase 1 (NCT03013218); TTI-621 (SIRPa-Fc, Trillium Therapeutics), a soluble recombinant fusion protein created by linking the N-terminal CD47-binding domain of SIRPa with the Fc domain of human IgGl, acts by binding human CD47, and preventing it from delivering its “do not eat” signal to macrophages, is in clinical trials in Phase 1 (NCT02890368 and NCT02663518); CC-90002 (Celgene), an anti-CD47 antibody, in leukemias (NCT02641002); and Hu5F9-G4 (Forty Seven, Inc.), in colorectal neoplasms and solid tumors (NCT02953782), acute myeloid leukemia (NCT02678338) and lymphoma (NCT02953509).

[1353] Checkpoint inhibitors that can be used in the present invention include CD73 inhibitors. CD73 inhibitors that are being studied in clinical trials include MEDI9447 (Medimmune), an anti-CD73 antibody, in solid tumors (NCT02503774); andBMS-986179 (Bristol-Myers Squibb), an anti-CD73 antibody, in solid tumors (NCT02754141).

[1354] Checkpoint inhibitors that can be used in the present invention include agonists of stimulator of interferon genes protein (STING, also known as transmembrane protein 173, or TMEM173). Agonists of STING that are being studied in clinical trials include MK-1454 (Merck), an agonistic synthetic cyclic dinucleotide, in lymphoma (NCT03010176); and ADU-S100 (MIW815, Aduro Biotech/Novartis), an agonistic synthetic cyclic dinucleotide, in Phase 1 (NCT02675439 and NCT03172936).

[1355] Checkpoint inhibitors that can be used in the present invention include CSF1R inhibitors. CSF1R inhibitors that are being studied in clinical trials include pexidartinib (PLX3397, Plexxikon), a CSF1R small molecule inhibitor, in colorectal cancer, pancreatic cancer, metastatic and advanced cancers (NCT02777710) and melanoma, non-small cell lung cancer, squamous cell head and neck cancer, gastrointestinal stromal tumor (GIST) and ovarian cancer (NCT02452424); and 1MC-CS4 (LY3022855, Lilly), an anti-CSF-lR antibody, in pancreatic cancer (NCT03153410), melanoma (NCT03101254), and solid tumors (NCT02718911); and BLZ945 (4-[2((lR,2R)-2-hydroxycyclohexylamino)-benzothiazol-6- yloxyl]-pyridine-2-carboxylic acid methylamide, Novartis), an orally available inhibitor of CSF1R, in advanced solid tumors (NCT02829723). [1356] Checkpoint inhibitors that can be used in the present invention include NKG2A receptor inhibitors. NKG2A receptor inhibitors that are being studied in clinical trials include monalizumab (1PH2201, Innate Pharma), an anti-NKG2A antibody, in head and neck neoplasms (NCT02643550) and chronic lymphocytic leukemia (NCT02557516).

[1357] In some embodiments, the immune checkpoint inhibitor is selected from nivolumab, pembrolizumab, ipilimumab, avelumab, durvalumab, atezolizumab, or pidilizumab.

NUMBERED EMBODIMENTS

[1358] The following numbered embodiments, while non-limiting, are exemplary of certain aspects of the present disclosure:

Embodiment 1. A compound of formula I-a:

I-a or a pharmaceutically acceptable salt thereof, wherein:

Ring W and Ring X are independently fused rings selected from benzo, a 4 to 7-membered saturated or partially unsaturated carbocyclyl or heterocyclyl with 1 -3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5 to 6-membered heteroaryl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur;

Ring Y is a ring selected from phenylenyl, a 4 to 7-membered saturated or partially unsaturated carbocyclylenyl or heterocyclylenyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5 to 6-membered heteroaryl enyl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur;

Y is a covalent bond, -S(O) ₂ -, -S(O)-, -S(O)(NR)-, -P(O)R-, or -P(O)OR-;

X is -CR ₂ -, -CFR-, -CF2-, -NR-, or an optionally substituted ring selected from phenylenyl, a 3 to 12- membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic or spirocyclic carbocyclylenyl or heterocyclylenyl with 1 -3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5 to 6-membered heteroaryl enyl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur; each R ^w , R ^x , and R ^y is independently selected from hydrogen, R ^A , halogen, -CN, -NO ₂ , -OR, -SR, -NR ₂ , -

SiR ₃ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)NR ₂ , -C(O)NROR, -OC(O)R, -OC(O)NR ₂ , -OP(O)R ₂ , -OP(O)(OR) ₂ , -OP(O)(OR)NR ₂ , -OP(O)(NR ₂ ) ₂ , -P(O)R ₂ , -P(O)(OR) ₂ , - P(O)(OR)NR ₂ , -P(O)(NR ₂ ) ₂ , -NRC(O)OR, -NRC(O)R, -NRC(O)N(R) ₂ , -NRS(O) ₂ R, -NP(O)R ₂ , - NRP(O)(OR) ₂ , -NRP(O)(OR)NR _2J and -NRP(O)(NR ₂ ) ₂ ; or two R ^w groups attached to the same carbon atom are optionally taken together to form a spiro fused ring selected from a 3-5 membered saturated or partially unsaturated carbocyclyl and a 3-5 membered saturated or partially unsaturated heterocyclyl having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur; each R ^A is independently an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 3-7 membered saturated or partially unsaturated carbocyclic or heterocyclic ring having 1 -2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur; each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: two R groups on the same nitrogen are optionally taken together with their intervening atoms to form a 4-7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the nitrogen atom to which they are attached, independently selected from nitrogen, oxygen, and sulfur; w, x, and y are independently 0, 1, 2, 3, or 4;

L is a covalent bond or a bivalent, saturated or partially unsaturated, straight or branched C 1-50 hydrocarbon chain, wherein 0-6 methylene units of L are independently replaced by -Cy-, -O-, -NR-, -SiR ₂ -, - Si(OH)R- -Si(OH) ₂ -, -P(O)OR- -P(O)R- -P(O)NR ₂ -, -S-, -OC(O)-, -C(O)O-, -C(O)-, -S(O)-, -S(O) ₂ -, -NRS(O) ₂ -, -S(O) ₂ NR-, -NRC(O)-, -C(O)NR-, -OC(O)NR-, -NRC(O)O-, each -Cy- is independently an optionally substituted bivalent ring selected from phenylenyl, an 8-10 membered bicyclic arylenyl, a 4-7 membered saturated or partially unsaturated carbocyclylenyl, a 6- 11 membered saturated or partially unsaturated spiro carbocyclylenyl, an 8 - 10 membered bicyclic saturated or partially unsaturated carbocyclylenyl, a 4-7 membered saturated or partially unsaturated heterocyclylenyl having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, a 6-11 membered saturated or partially unsaturated spiro heterocyclylenyl having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, an 8-10 membered bicyclic saturated or partially unsaturated heterocyclylenyl having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, a 5-6 membered heteroarylenyl having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and an 8-10 membered bicyclic heteroarylenyl having 1-5 heteroatoms independently selected from nitrogen, oxygen, and sulfur; r is 0, 1, 2, 3, 4, 5, 6, 7, 8, 9, or 10; and

DIM is a degradation inducing moiety, such as a ligase binding moiety (LBM), lysine mimetic, or hydrogen atom.

Embodiment 2. A compound of formula I-b: or a pharmaceutically acceptable salt thereof, wherein:

Ring W and Ring X are independently rings selected from phenyl, a 4 to 7-membered saturated or partially unsaturated carbocyclyl or heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5 to 6-membered heteroaryl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur;

Ring Y is a ring selected from phenyl, a 4 to 7-membered saturated or partially unsaturated carbocyclyl or heterocyclyl with 1-3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5 to 6-membered heteroaryl with 1 -4 heteroatoms independently selected from nitrogen, oxygen and sulfur;

Y is a covalent bond, -S(O) ₂ -, -S(O)-, -S(O)(NR)-, -P(O)R-, or -P(O)OR-;

X is -CR ₂ -, -CFR-, -CF2-, -NR-, or an optionally substituted ring selected from phenylenyl, a 3 to 12- membered saturated or partially unsaturated monocyclic, bicyclic, bridged bicyclic or spirocyclic carbocyclylenyl or heterocyclylenyl with 1 -3 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5 to 6-membered heteroaryl enyl with 1-4 heteroatoms independently selected from nitrogen, oxygen and sulfur; each R ^w , R ^x , and R ^y is independently selected from hydrogen, R ^A , halogen, -CN, -NO ₂ , -OR, -SR, -NR ₂ , - SiR ₃ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)NR ₂ , -C(O)NROR, -OC(O)R, -OC(O)NR ₂ , -OP(O)R ₂ , -OP(O)(OR) ₂ , -OP(O)(OR)NR ₂ , -OP(O)(NR ₂ ) ₂ , -P(O)R ₂ , -P(O)(OR) ₂ , - P(O)(OR)NR ₂ , -P(O)(NR ₂ ) ₂ , -NRC(O)OR, -NRC(O)R, -NRC(O)N(R) ₂ , -NRS(O) ₂ R, -NP(O)R ₂ , - NRP(O)(OR) ₂ , -NRP(O)(OR)NR ₂ , and -NRP(O)(NR ₂ ) ₂ ; or two R ^w groups attached to the same carbon atom are optionally taken together to form a spiro fused ring selected from a 3-5 membered saturated or partially unsaturated carbocyclyl and a 3-5 membered saturated or partially unsaturated heterocyclyl having 1 -2 heteroatoms independently selected from nitrogen, oxygen, and sulfur; each R ^A is independently an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 3-7 membered saturated or partially unsaturated carbocyclic or heterocyclic ring having 1 -2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur; each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: two R groups on the same nitrogen are optionally taken together with their intervening atoms to form a 4-7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the nitrogen atom to which they are attached, independently selected from nitrogen, oxygen, and sulfur; and

L ^y is a covalent bond or a C1-3 bivalent straight or branched saturated or unsaturated hydrocarbon chain wherein 1-2 methylene units of the chain are independently and optionally replaced with -O-, - C(O)-, -C(S)-, -CF ₂ -, -CRF-, -NR-, -S-, -S(O)-, -S(O) ₂ - or -CR=CR-; and v is 0 or 1; w, x, and y are independently 0, 1, 2, 3, or 4;

L is a covalent bond or a bivalent, saturated or partially unsaturated, straight or branched C1-50 hydrocarbon chain, wherein 0-6 methylene units of L are independently replaced by -Cy-, -O-, -NR-, -SiR ₂ -, - Si(OH)R- -Si(OH) ₂ -, -P(O)OR- -P(O)R-, -P(O)NR ₂ -, -S-, -OC(O)-, -C(O)O-, -C(O)-, -S(O)-, -S(O) ₂ -, -NRS(O) ₂ -, -S(O) ₂ NR-, -NRC(O)-, -C(O)NR-, -OC(O)NR-, -NRC(O)O-, each -Cy- is independently an optionally substituted bivalent ring selected from phenylenyl, an 8-10 membered bicyclic arylenyl, a 4-7 membered saturated or partially unsaturated carbocyclylenyl, a 6- 11 membered saturated or partially unsaturated spiro carbocyclylenyl, an 8 - 10 membered bicyclic saturated or partially unsaturated carbocyclylenyl, a 4-7 membered saturated or partially unsaturated heterocyclylenyl having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, a 6-11 membered saturated or partially unsaturated spiro heterocyclylenyl having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, an 8-10 membered bicyclic saturated or partially unsaturated heterocyclylenyl having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, a 5-6 membered heteroarylenyl having 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and an 8-10 membered bicyclic heteroarylenyl having 1-5 heteroatoms independently selected from nitrogen, oxygen, and sulfur; r is 0, 1, 2, 3, 4, 5, 6, 7, 8, 9, or 10; and

DIM is a degradation inducing moiety, such as a ligase binding moiety (LBM), lysine mimetic, or hydrogen atom.

Embodiment 3. The compound of either embodiment 1 or embodiment 2, wherein LBM is a cereblon E3 ubiquitin ligase binding moiety, a VHL E3 ubiquitin ligase binding moiety, an IAP E3 ubiquitin ligase binding moiety, or an MDM2 E3 ubiquitin ligase binding moiety.

Embodiment 4. The compound of embodiment 3, wherein LBM is an cereblon E3 ubiquitin ligase binding moiety and said compound is of formula I-nn-1 : I-nn-1 or a pharmaceutically acceptable salt thereof, wherein: each of X ¹ , X ² , and X ³ is independently a bivalent moiety selected from a covalent bond, -CH ₂ -, -C(O)-,

R ¹ is hydrogen, halogen, -CN, -OR, -SR, -(O)R, -S(O) ₂ R, -NR ₂ , or an optionally substituted C _1-4 aliphatic; each of R ² is independently hydrogen, R ⁶ , halogen, -CN, -NO ₂ , -OR, -SR, -NR ₂ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)NR ₂ , -C(O)N(R)OR, -OC(O)R, -OC(O)NR ₂ , -N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)NR ₂ , or -N(R)S(O) ₂ R;

Ring A is a fused ring selected from 6-membered aryl containing 0-2 nitrogen atoms, 5 to 7-membered partially saturated carbocyclyl, 5 to 7-membered partially saturated heterocyclyl with 1-2 heteroatoms independently selected from nitrogen, oxygen or sulfur, or 5 -membered heteroaryl with 1-3 heteroatoms independently selected from nitrogen, oxygen or sulfur; m is 0, 1, 2, 3 or 4; each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: two R groups on the same nitrogen are optionally taken together with then intervening atoms to form a 4-7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the nitrogen, independently selected from nitrogen, oxygen, and sulfur.

Embodiment 5. The compound of embodiment 3, wherein LBM is a cereblon E3 ubiquitin ligase binding moiety and said compound is of formula I-aa:

I-aa or a pharmaceutically acceptable salt thereof, wherein:

X ¹ is a bivalent moiety selected from a covalent bond, -CH ₂ -, -CHCF ₃ -, -SO ₂ -, -S(O)-, -P(O)R-, -

X ² is a carbon atom or silicon atom;

X ³ is a bivalent moiety selected from -CR ₂ - -NR-, -O-, -S-, or -SiR ₂ -; each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: two R groups on the same nitrogen are optionally taken together with their intervening atoms to form a 4-7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the nitrogen, independently selected from nitrogen, oxygen, and sulfur;

R ¹ is hydrogen, halogen, -CN, -OR, -SR, -S(O)R, -S(O) ₂ R, -NR ₂ , -P(O)(OR) ₂ , -P(O)(NR ₂ )OR, -P(O)(NR ₂ ) ₂ , -Si(OH) ₂ R, -Si(OH)R ₂ , -SiR ₃ , or an optionally substituted C _1-4 aliphatic; each R ² is independently hydrogen, R ⁶ , halogen, -CN, -NO ₂ , -OR, -SR, -N(R) ₂ , - Si(R) ₃ , -S(O) ₂ R, -S(O) ₂ N(R) ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)N(R) ₂ , -C(O)N(R)OR, - C(R) ₂ N(R)C(O)R, -C(R) ₂ N(R)C(O)N(R) ₂ , -OC(O)R, -OC(O)N(R) ₂ , -OP(O)R ₂ , -OP(O)(OR) ₂ , - OP(O)(OR)(NR ₂ ), -OP(O)(NR ₂ ) ₂ , -N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)N(R) ₂ , -N(R)S(O) ₂ R, - NP(O)R ₂ , -N(R)P(O)(OR) ₂ , -N(R)P(O)(OR)(NR ₂ ), -N(R)P(O)(NR ₂ ) ₂ , or -N(R)S(O) ₂ R;

Ring B is a fused ring selected from 6-membered aryl, 6-membered heteroaryl containing 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, 5 to 7-membered saturated or partially unsaturated carbocyclyl, 5 to 7-membered saturated or partially unsaturated heterocyclyl ring with 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, and sulfur, or 5- membered heteroaryl with 1 -4 heteroatoms independently selected from nitrogen, oxygen or sulfur;

R ³ is selected from hydrogen, halogen, -OR, -N(R) ₂ , or -SR; each R ⁴ is independently hydrogen, R ⁶ , halogen, -CN, -NO ₂ , -OR, -SR, -NR ₂ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)NR ₂ , -C(O)N(R)OR, -OC(O)R, -OC(O)NR ₂ , - N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)NR ₂ , or -N(R)S(O) ₂ R;

R ⁵ is hydrogen, C _1-4 aliphatic, or -CN; each R ⁶ is independently an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 3-7 membered saturated or partially unsaturated carbocyclic or heterocyclic ring having 1 -2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur;

L ¹ is a covalent bond or a C _1-3 bivalent straight or branched saturated or unsaturated hydrocarbon chain wherein 1-2 methylene units of the chain are independently and optionally replaced with -O-, - C(O)-, -C(S)-, -C(R) ₂ -, -CH(R)-, -C(F) ₂ -, -N(R)-, -S(O) ₂ - or -(C)=CH-; and m is 0, 1, 2, 3 or 4.

Embodiment 6. The compound of embodiment 5, wherein said compound is a compound of any of the following formulae: I-a-6

I-a-12 I-b-7

I-a-8 or pharmaceutically acceptable salt thereof.

Embodiment 7. The compound of embodiment 3, wherein LBM is a cereblon E3 ubiquitin ligase binding moiety and said compound is of formula I-nn:

I-nn or a pharmaceutically acceptable salt thereof, wherein: each of X ¹ , X ⁶ , and X ⁷ is independently a bivalent moiety selected from a covalent bond, -CH ₂ -, -CHCF ₃ - each of X ³ and X ⁵ is independently a bivalent moiety selected from a covalent bond, -CR ₂ -, -NR-, -O-, -

S- , or — SiR ₂ — ;

X ⁴ is a trivalent moiety selected from each R is independently hydrogen, or an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, or: two R groups on the same nitrogen are taken together with their intervening atoms to form a 4- 7 membered saturated, partially unsaturated, or heteroaryl ring having 0-3 heteroatoms, in addition to the nitrogen, independently selected from nitrogen, oxygen, and sulfur; each R ^3a is independently hydrogen, R ⁶ , halogen, -CN, -NO ₂ , -OR, -SR, -NR ₂ , - SiR ₃ , -S(O) ₂ R, -S(O) ₂ NR ₂ , -S(O)R, -C(O)R, -C(O)OR, -C(O)NR ₂ , -C(O)N(R)OR, - C(R) ₂ N(R)C(O)R, -C(R) ₂ N(R)C(O)N(R) ₂ , -OC(O)R, -OC(O)N(R) ₂ , -OP(O)R ₂ , -OP(O)(OR) ₂ , - OP(O)(OR)NR ₂ , -OP(O)(NR ₂ ) ₂ , -N(R)C(O)OR, -N(R)C(O)R, -N(R)C(O)NR ₂ , -N(R)S(O) ₂ R, - NP(O)R ₂ , -N(R)P(O)(OR) ₂ , -N(R)P(O)(OR)NR ₂ , -N(R)P(O)(NR ₂ ) ₂ , or -N(R)S(O) ₂ R; each R ⁶ is independently an optionally substituted group selected from C _1-6 aliphatic, phenyl, a 4-7 membered saturated or partially unsaturated heterocyclic ring having 1-2 heteroatoms independently selected from nitrogen, oxygen, and sulfur, and a 5-6 membered heteroaryl ring having 1 -4 heteroatoms independently selected from nitrogen, oxygen, and sulfur; each R ⁷ is independently hydrogen, halogen, -CN, -OR, -SR, -S(O)R, -S(O) ₂ R, -NR ₂ , -P(O)(OR) ₂ , -P(O)(NR ₂ )OR, -P(O)(NR ₂ ) ₂ , -Si(OH)R ₂ , -Si(OH) ₂ R, -SiR ₃ , or an optionally substituted C _1-4 aliphatic; or

R ⁷ and X ¹ or X ³ are taken together with their intervening atoms to form a 5-7 membered saturated, partially unsaturated, carbocyclic ring or heterocyclic ring having 1 -3 heteroatoms, independently selected from boron, nitrogen, oxygen, silicon, or sulfur; two R ⁷ groups on the same carbon are optionally taken together with their intervening atoms to form a 3-6 membered spiro fused ring or a 4-7 membered heterocyclic ring having 1-2 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur; two R ⁷ groups on adjacent carbon atoms are optionally taken together with their intervening atoms to form a 3-7 membered saturated, partially unsaturated, carbocyclic ring or heterocyclic ring having 1-3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, or sulfur, or a 7-13 membered saturated, partially unsaturated, bridged heterocyclic ring, or a spiro heterocyclic ring having 1-3 heteroatoms, independently selected from boron, nitrogen, oxygen, silicon, or sulfur; Ring D is selected from 6 to 10-membered aryl or heteroaryl containing 1-4 heteroatoms independently selected from nitrogen, oxygen, and sulfur, 5 to 7-membered saturated or partially unsaturated carbocyclyl, 5 to 7-membered saturated or partially unsaturated heterocyclyl with 1 -3 heteroatoms independently selected from boron, nitrogen, oxygen, silicon, and sulfur, or 5-membered heteroaryl with 1 -4 heteroatoms independently selected from nitrogen, oxygen and sulfur;

L ¹ is a covalent bond or a Cm bivalent straight or branched saturated or unsaturated hydrocarbon chain wherein 1-2 methylene units of the chain are independently and optionally replaced with -O-, - C(O)-, -C(S)-, -C(R) ₂ -, -CH(R)-, -C(F) ₂ -, -N(R)-, -S-, -S(O) ₂ - or -(C)=CH-; n is 0, 1, 2, 3, or 4; and q is 0, 1, 2, 3, or 4.

Embodiment 8. The compound of embodiment 7, wherein said compound is a compound of any of the following formulae:

I-a-23

I-a-29 I-b-13

I-b-18 or pharmaceutically acceptable salt thereof.

Embodiment 9. The compound of embodiment 3, wherein LBM is a VHL E3 ubiquitin ligase binding moiety and said compound is selected from any of the following formulae:

(i)

I-nnn-2 or a pharmaceutically acceptable salt thereof, wherein each of the variables R ¹ , R ² , R ³ , X, and Y is as defined and described in WO 2019/084026;

(ii) I-ooo-2 or a pharmaceutically acceptable salt thereof, wherein each of the variables R ¹ , R ³ , and Y is as defined and described in WO 2019/084030;

(iii)

I-ww-5 or a pharmaceutically acceptable salt thereof, wherein each of the variables R ¹ , R ² , R ³ , X, and X’ is as defined and described in WO 2013/106643 and US 2014/0356322;

I-xx-1 I-xx-2

I-xx-5 I-xx-6 or a pharmaceutically acceptable salt thereof, wherein each of the variables R ¹ , R ² , R ³ , R5, Ro, R7, R9, R ₁₀ , Rn, Ru, R15, R16, R17, R ₂ 3, R ₂ 5, E, G, M, X, X’, Y, Zi, Z2, Z3, Z4, and 0 is as defined and described in WO 2016/149668 and US 2016/0272639; and i-yy-1

i-yy-3 or a pharmaceutically acceptable salt thereof, wherein each of the variables R ^p , Rg, R ₁₀ , Rn, Ri4a, Ri4b, Ris, Rie, W ³ , W ⁴ , W ⁵ , X ¹ , X ² , and o is as defined and described in WO 2016/118666 and US 2016/0214972.

Embodiment 10. The compound according to either embodiment 3 or embodiment 9, wherein the

VHL E3 ubiquitin ligase binding moiety is selected from

Embodiment 11. The compound of embodiment 3, wherein LBM is a IAP E3 ubiquitin ligase binding moiety and said compound is selected from any one of the following formulae:

(0 I-bbb-1

I-bbb-4 or a pharmaceutically acceptable salt thereof, wherein each of the variables R ¹ , R ² , R ³ , R ⁴ , R ⁵ , R ⁶ , and R ⁷ , is as defined and described in WO 2017/011590 and US 2007/037004; and

(zz) I-fff or a pharmaceutically acceptable salt thereof, wherein each of the variables W, Y, Z, R ¹ , R ² , R ³ , R ⁴ , and R ⁵ is as described and defined in WO 2014/044622, US 2015/0225449. WO 2015/071393, and US 2016/0272596.

Embodiment 12. The compound according to embodiment 3 or embodiment 11, wherein the IAP

Embodiment 13. The compound of embodiment 3, wherein LBM is an MDM2 E3 ubiquitin ligase binding moiety and said compound is selected from any one of the following formulae:

I-aaa-1 I-aaa-2

or a pharmaceutically acceptable salt thereof, wherein each of the variables , and Z is as defined and described in WO 2017/011371 and US 2017/008904; and or a pharmaceutically acceptable salt thereof, wherein each of the variables R ^12c , R ^12d , R ¹³ , R ¹⁷ , R ^18b , R ^18c , R ^18d , A ⁵ , A ⁶ , A ⁷ , Q ¹ , and Ar is as defined and described in WO 2017/176957 and US2019/127387. Embodiment 14. The compound according to embodiment 3 or embodiment 13, wherein the MDM2

Embodiment 15. The compound of any one of embodiments 1-14, wherein L is a covalent bond or a bivalent, saturated or partially unsaturated, straight or branched C1.20 hydrocarbon chain, wherein 0-6 methylene units of L are independently replaced by -Cy-, -O-, -NR-, -S-, -OC(O)-, -C(O)O-, -C(O)-, -S(O)- , -S(O) ₂ -> -N(R)S(O) ₂ -> -S(O) ₂ N(R)-, -N(R)C(O)-, -C(O)N(R)-, -0C(O)N(R)-, -N(R)C(O)0-.

Embodiment 16. The compound of any one of embodiments 1-15, wherein said compound is selected from any one of the compounds depicted in Table 1, or a pharmaceutically acceptable salt thereof.

Embodiment 17. A pharmaceutical composition comprising a compound of any one of embodiments

1-16, and a pharmaceutically acceptable carrier, adjuvant, or vehicle.

Embodiment 18. The pharmaceutical composition according to embodiment 17, further comprising an additional therapeutic agent.

Embodiment 19. A method of inhibiting or degrading CDK2 or CDK2 and CCNE1 in a patient or biological sample comprising administering to said patient, or contacting said biological sample with a compound according to any one of embodiments 1 - 16, or a pharmaceutical composition thereof.

Embodiment 20. A method of treating an CDK2 -mediated disorder, disease, or condition in a patient comprising administering to said patient a compound according to any of one embodiments 1-16, or a pharmaceutical composition thereof.

Embodiment 21. The method of embodiment 20, wherein CDK2 -mediated disorder, disease, or condition is cancer.

Embodiment 22. The method of embodiment 21, wherein the cancer the cancer is characterized by amplification or overexpression of CCNE 1.

EXEMPLIFICATION

Abbreviations

Ac: acetyl

AcOH: acetic acid

ACN: acetonitrile

Ad: adamantly

AIBN : 2,2 ^† -azo bisisobutyronitrile

Anhyd: anhydrous

Aq: aqueous

B2Pin2: bis (pinacolato)diboron -4,4,4 ^† ,4 ^† ,5,5,5 ^† ,5 ^† -octamethyl-2,2 ^† -bi(l,3,2-dioxaborolane)

BINAP: 2,2 ^† -bis(diphenylphosphino)- 1 , 1 ^† -binaphthyl

BH3: Borane

Bn: benzyl

Boc: tert-butoxycarbonyl

BOC2O: di- tert-butyl dicarbonate

BPO: benzoyl peroxide ⁿ BuOH: n-butanol

CDI: carbonyldiimidazole

COD: cyclooctadiene d: days

DABCO: l,4-diazobicyclo[2.2.2]octane

DAST: diethylaminosulfur trifluoride dba: dibenzylideneacetone

DBU : 1 ,8-diazobicyclo[5.4.0]undec-7-ene

DCE: 1,2-dichloroethane

DCM: dichloromethane

DEA: diethylamine

DHP: dihydropyran

DIBAL-H: diisobutylaluminum hydride

DIPA: diisopropylamine

DIPEA or DIEA: N,N-diisopropylethylamine

DMA: N,N-dimethylacetamide

DME: 1,2-dimethoxyethane DMAP: 4-dimethylaminopyridine

DMF: N,N-dimethylformamide

DMP: Dess-Martin periodinane

DMSO-dimethyl sulfoxide

DPPA: diphenylphosphoryl azide dppf: 1 , 1 ’-bis(diphenylphosphino)ferrocene

EDC or EDO: l-(3-dimethylaminopropyl)-3-ethylcarbodiimide hydrochloride ee: enantiomeric excess

ESI: electrospray ionization

EA: ethyl acetate

EtOAc: ethyl acetate

EtOH: ethanol

FA: formic acid h or hrs: hours

HATU: N,N,N’,N’-tetramethyl-O-(7-azabenzotriazol-l-yl)uronium hexafluorophosphate

HC1: hydrochloric acid

HPLC: high performance liquid chromatography

HOAc: acetic acid

IBX: 2-iodoxybenzoic acid

IPA: isopropyl alcohol

KHMDS: potassium hexamethyldisilazide

K ₂ CO ₃ : potassium carbonate

LAH: lithium aluminum hydride

LDA: lithium diisopropylamide m-CPBA: meta-chloroperbenzoic acid

M: molar

MeCN: acetonitrile

MeOH: methanol

Me2S: dimethyl sulfide

MeONa: sodium methylate

Mel: iodomethane min: minutes mL: milliliters mM: millimolar mmol: millimoles

MPa: mega pascal

MOMC1: methyl chloromethyl ether

MsCl: methanesulfonyl chloride

MTBE: methyl tert-butyl ether nBuLi: n-butyllithium

NaNO ₂ : sodium nitrite

NaOH: sodium hydroxide

Na ₂ SO ₄ sodium sulfate

NBS: N-bromosuccinimide

NCS: N-chlorosuccinimide

NFSI: N-Fluorobenzenesulfonimide

NMO: N-methylmorpholine N-oxide

NMP: N-methylpyrrolidine

NMR: Nuclear Magnetic Resonance

°C: degrees Celsius

Pd/C: Palladium on Carbon

Pd(0Ac) ₂ : Palladium Acetate

PBS: phosphate buffered saline

PE: petroleum ether

POCI ₃ : phosphorus oxychloride

PPh ₃ triphenylphosphine

PyBOP: (Benzotriazol- 1 -yloxy)tripyrrolidinophosphonium hexafluorophosphate

Rel: relative

R.T. or rt: room temperature sat: saturated

SEMC1: chloromethyl-2-trimethylsilylethyl ether

SFC: supercritical fluid chromatography

SOCI ₂ : sulfur dichloride tBuOK: potassium tert-butoxide

TBAB: tetrabutylammonium bromide

TBAI: tetrabutylammonium iodide TEA: triethylamine

Tf: trifluoromethanesulfonate

TfAA, TFMSA or Tf2O: trifluoromethanesulfonic anhydride

TFA: trifluoracetic acid

TIPS: triisopropylsilyl

THF: tetrahydro furan

THP: tetrahydropyran

TLC: thin layer chromatography

TMEDA: tetramethylethylenediamine pTSA: para-toluenesulfonic acid wt: weight

Xantphos: 4,5-bis(diphenylphosphino)-9,9-dimethylxanthene

General Synthetic Methods

[1359] The following examples are intended to illustrate the invention and are not to be construed as being limitations thereon. Temperatures are given in degrees centigrade. If not mentioned otherwise, all evaporations are performed under reduced pressure, preferably between about 15 mm Hg and 100 mm Hg (= 20-133 mbar). The structure of final products, intermediates and starting materials is confirmed by standard analytical methods, e.g., microanalysis and spectroscopic characteristics, e.g., MS, IR, NMR. Abbreviations used are those conventional in the art.

[1360] All starting materials, building blocks, reagents, acids, bases, dehydrating agents, solvents, and catalysts utilized to synthesis the compounds of the present invention are either commercially available or can be produced by organic synthesis methods known to one of ordinary skill in the art (Houben-Weyl 4th Ed. 1952, Methods of Organic Synthesis, Thieme, Volume 21). Further, the compounds of the present invention can be produced by organic synthesis methods known to one of ordinary skill in the art as shown in the following examples.

[1361] All reactions are carried out under nitrogen or argon unless otherwise stated.

[1362] Proton NMR ( ^† H NMR) is conducted in deuterated solvent. In certain compounds disclosed herein, one or more ’H shifts overlap with residual proteo solvent signals; these signals have not been reported in the experimental provided hereinafter.

Analytical instruments Table:

For acidic LCMS data:

[1363] LCMS was recorded on an Agilent 1200 Series LC/MSD or Shimadzu LCMS2020 equipped with electro-spray ionization and quadruple MS detector [ES+ve to give MH ⁺ ] and equipped with Chromolith Flash RP-18e 25*2.0 mm, eluting with 0.0375 vol% TFA in water (solvent A) and 0.01875 vol% TFA in acetonitrile (solvent B). Other LCMS was recorded on an Agilent 1290 Infinity RRLC attached with Agilent 6120 Mass detector. The column used was BEH C18 50*2.1 mm, 1.7 micron. Column flow was 0.55 ml /min and mobile phase were used (A) 2 mM Ammonium Acetate in 0.1% Formic Acid in Water and (B) 0. 1 % Formic Acid in Acetonitrile.

For basic LCMS data:

[1364] LCMS was recorded on an Agilent 1200 Series LC/MSD or Shimadzu LCMS 2020 equipped with electro-spray ionization and quadruple MS detector [ES+ve to give MH ⁺ ] and equipped with Xbridge C18, 2.1X50 mm columns packed with 5 mm C18-coated silica or Kinetex EVO C18 2.1X30mm columns packed with 5 mm C18-coated silica, eluting with 0.05 vol% NILTLO inwater (solvent A) and acetonitrile (solvent B).

HPLC Analytical Method:

[1365] HPLC was carried out on X Bridge C18 150*4.6 mm, 5 micron. Column flow was 1.0 ml /min and mobile phase were used (A) 0. 1 % Ammonia in water and (B) 0. 1 % Ammonia in Acetonitrile.

Prep HPLC Analytical Method:

[1366] The compound was purified on Shimadzu LC-20AP and UV detector. The column used was X- BRIDGE C18 (250*19)mm, 5p. Column flow was 16.0 ml/min. Mobile phase were used (A) 0.1% Formic Acid in Water and (B) Acetonitrile Basic method used (A) δmM ammonium bicarbonate and 0.1% NH3 in Water and (B) Acetonitrile or (A) 0.1% Ammonium Hydroxide in Water and (B) Acetonitrile. The UV spectra were recorded at 202nm & 254nm.

NMR Method: [1367] The H NMR spectra were recorded on a Bruker Ultra Shield Advance 400 MHz/5 mm Probe (BBFO). The chemical shifts are reported in part-per-million.

Example 1. Synthesis of Intermediates

Synthesis of 4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexanol (Intermediate CT)

Step 1 - 4-(Hydroxymethyl)cyclohexanol

[1368] To a solution of LiAIH ₄ (3.31 g, 87.1 mmol) in THF (30 mL), was added ethyl 4- hydroxycyclohexanecarboxylate (10.0 g, 58.0 mmol, CAS# 3618-04-0) in THF (100 mL) dropwise at 0 °C, then the mixture was stirred at 0 °C for 5 hrs. On completion, the mixture was quenched with H ₂ O (3.3 mL), then a solution of 15% NaOH (3.3 mL) was added dropwise. The mixture was dried with anhydrous

Na ₂ SO ₄ , filtered and the filtrate was concentrated in vacuo to give the title compound (7.5 g, 99% yield) as yellow solid. ¹ H NMR (400MHz, DMSO-d ₆ ) δ 3.37 - 3.23 (m, 1H), 3,17 (d, J = 6.0 Hz, 2H), 1.85 - 1.75 (m, 2H), 1.75 - 1.62 (m, 2H), 1.30 - 1.16 (m, 1H), 1.14 - 0.95 (m, 2H), 0.93 - 0.72 (m, 2H).

Step 2 - 4-[[Tert-butyl(diphenyl)silyl]oxymethyl]cyclohexanol

[1369] To a solution of 4-(hydroxymethyl)cyclohexanol (6.5 g, 49.9 mmol) and imidazole (4.08 g, 59.9 mmol) in DMF (200 mL) was added TBDPSCI (14.4 g, 52.4 mmol) at 0 °C. The mixture was stirred at 25 °C for 12 hrs. On completion, the mixture was diluted with H ₂ O (100 mL), and extracted with EA (2 X 30 mL). The organic layers were washed with brine (2 X 30 mL), dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo. The mixture was purified by silica gel column (PE: EA = 5: 1) to give the title compound (9.10 g, 49% yield) as yellow oil. ¹ H NMR (400MHz, CDCl ₃ ) δ 7.70 - 7.60 (m, 4H), 7.48 - 7.31 (m, 6H), 3.63 - 3.51 (m, 1H), 3.47 (d, 6.0 Hz, 2H), 2.05 - 1.95 (m, 2H), 1.89 - 1.80 (m, 2H), 1.50 - 1.45

(m, 1H), 1.31 - 1.22 (m, 2H), 1.10 - 1.00 (m, 2H), 1.05 (s, 9H).

Synthesis of (4-Allyloxycyclohexyl)methoxy-tert-butyl-diphenyl-silane (Intermediate CU)

[1370] To a solution of 4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexanol (500 mg, 1.36 mmol, Intermediate CT) in THF (5 mL) was added NaH (81.3 mg, 2.03 mmol, 60% dispersion in mineral oil) at 0 °C. After addition, the mixture was stirred at this temperature for 30 minutes, then 3-bromoprop- 1-ene (656 mg, 5.43 mmol, 0.3 mL, CAS# 106-95-6) was added dropwise. The mixture was stirred at 25 °C for 4 hrs. On completion, the mixture was quenched with H ₂ O (1 mL) at 25 °C, diluted with H ₂ O (10 mL) and extracted with EA (3 X 10 mL). The combined organic layers were washed with brine (2 X 5 mL), dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. The residue was purified by prep-TLC (SiO ₂ , DCM: MeOH 10: 1 ) to give the title compound (210 mg, 37% yield) as a white solid. ¹ H NMR (400 MHz, CDCl ₃ ) δ 7.59 - 7.55 (m, 4H), 7.33 - 7.26 (m, 6H), 5.91 - 5.78 (m, 1H), 5.22 - 5.13 (m, 1H), 5.10 - 5.02 (m, 1H), 3.98 - 3.89 (m, 2H), 3.37 (d, J= 6.4 Hz, 2H), 3.18 - 3.08 (m, 1H), 2.01 - 1.95 (m, 2H), 1.79 - 1.73 (m, 2H), 1.45 - 1.41 (m, 1H), 0.96 (s, 9H), 0.93 - 0.88 (m, 2H), 0.80 - 0.76 (m, 2H).

Synthesis of N2-(4-benzylsulfanyl-2-methyl-phenyl)-5-bromo-N4-cyclopentyl -pyrimidine-2,4- diamine (Intermediate CV)

Step 1 - 5-bromo-2-chloro-N-cyclopentylpyrimidin-4-amine

[1371] To a solution of 5-bromo-2,4-dichloro-pyrimidine (10 g, 43.8 mmol, CAS# 36082-50-5) in dioxane (100 mL) was added cyclopentanamine (4.48 g, 52.6 mmol, CAS# 1003-03-8) at 0 °C under nitrogen flow. Then the reaction was stirred at 20 °C for 6 h under nitrogen atmosphere. On completion, the reaction was poured into ice water (100 mL) then extracted with ethyl acetate (150 mL x 2). The combined organic phase is washed with brine (70 mL x 2), dried over sodium sulfate, then filtered and the filtrate was concentrated to give a residue. The residue was purified by column chromatography on silica gel (eluted with petroleum ether: ethyl acetate 100: 1 to 100: 15) to give the title compound (4.7 g, 38% yield) as a yellow solid. ¹ H NMR (400 MHz, CDCl ₃ ) δ = 8.10 (s, 1H), 5.45 (br s, 1H), 4.57 - 4.29 (m, 1H), 2.20 - 2.08 (m, 2H), 1.82 - 1.57 (m, 4H), 1.48 (qd, J= 6.4, 12.8 Hz, 2H).

Step 2 - N2-(4-(benzylthio)-2-methylphenyl)-5-bromo-N4-cyclopentylpyr imidine-2,4-diamine

[1372] To a solution of 5-bromo-2-chloro-N-cyclopentyl-pyrimidin-4-amine (2.65 g, 9.59 mmol) in isopropanol (40 mL) was added 4-benzylsulfanyl-2-methyl-aniline (2 g, 8.72 mmol, Intermediate DE) and TFA (19.8 g, 174 mmol) at 20 °C under nitrogen flow. Then the reaction was stirred at 80 °C for 10 h under nitrogen atmosphere. On completion, the reaction was poured into ice water (40 mL) and extracted with EtOAc (50 mL x 2). The combined organic phase is washed with brine (30 mL x 2), dried over sodium sulfate, then the mixture was filtered and concentrated to give a residue. The residue was purified by column chromatography on silica gel (eluted with petroleum ether: ethyl acetate 100: 1 to 100: 15) to give the title compound (3.4 g, 83.0% yield) as a white solid. H NMR (400 MHz, CDCl ₃ ) δ = 11.05 (s, 1H), 7.80 (s, 1H), 7.35 - 7.23 (m, 6H), 7.20 (d, J= 1.8 Hz, 1H), 7.13 (dd, J = 2.0, 8.3 Hz, 1H), 5.99 (br d, J= 6.8 Hz, 1H), 4.18 - 4.06 (m, 3H), 2.28 (s, 3H), 2.00 - 1.85 (m, 2H), 1.79 - 1.56 (m, 4H), 1.52 - 1.44 (m, 2H).

Synthesis of 4-[(6-Chloro-8-cydopentyl-7-oxo-pyrido[2,3-d]pyrimidin-2-yl) amino]-3-methyl-

Step 1 - Methyl (E)-3-[2-(4-benzylsulfanyl-2-methyl-anilino)-4-(cyclopentyla mino) pyrimidin-5-yl]prop- 2-enoate

[1373] A mixture of N2-(4-benzylsulfanyl-2-methyl-phenyl)-5-bromo-N4-cyclopentyl -pyrimidine-2,4- diamine (10 g, 21.3 mmol, Intermediate CV), methyl prop-2-enoate (12.6 g, 146 mmol, CAS# 96-33-3), TEA (6.47 g, 63.9 mmol), and Pd(PPh ₃ )4 (2.46 g, 2.13 mmol) in DMF (200 mL) was degassed and purged with N2 three times. Then the mixture was stirred at 90 °C for 36 hours under N2 atmosphere. On completion, the reaction mixture was quenched with H ₂ O (100 mL) at 25 °C, and extracted with EA (3 X 200 mL). The combined organic layers were washed with brine (2 X 100 mL), dried over with anhydrous

Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. The residue was purified by prep-HPLC (FA condition) to afford the title compound (15.6 g, 70% yield) ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 8.50 (s, 1H), 8.32 (s, 1H), 7.82 (d, J= 15.6 Hz, 1H), 7.56 (d, J= 8.4 Hz, 1H), 7.34 - 7.30 (m, 3H), 7.29 - 7.25 (m, 3H), 7.18 (s, 1H), 7.11 (dd, J= 1.6, 8.4 Hz, 1H), 6.31 (d, J= 15.6 Hz, 1H), 4.28 - 4.23 (m, 1H), 4.18 (s, 2H), 3.69 (s, 3H), 2.19 (s, 3H), 1.88 - 1.82 (m, 2H), 1.70 - 1.66 (m, 2H), 1.52 - 1.46 (m, 4H). LC-MS (ESI ⁺ ) m/z 475.2 (M+H) ⁺ .

Step 2 - 2-(4-Benzylsulfanyl-2-methyl-anilino)-8-cyclopentyl-pyrido[2 ,3-d]pyrimidin-7-one [1374] To a solution of methyl (£)-3-[2-(4-benzylsulfanyl-2-methyl-anilino)-4-(cyclopentyl amino) pyrimidin-5-yl]prop-2-enoate (7.8 g, 16.4 mmol) in DMF (80 mL) was added t-BuOK (5.53 g, 49.3 mmol). The mixture was stirred at 25 °C for 30 min. Then the mixture was heated to 120 °C and stirred for 1 hr. On completion, the reaction mixture was quenched with H ₂ O (200 mL) and extracted with EA (2 X 300 mL). The combined organic layers were washed with brine (2 X 100 mL), dried over with anhydrous

Na ₂ SO ₄ , filtered and concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate=40/l to 10/1, Rf = 0.24) to give the title compound (4.60 g, 63% yield) as a yellow solid. LC-MS (ESI ⁺ ) m/z 443.0 (M+H) ⁺ .

Step 3 - 4-[(6-Chloro-8-cyclopentyl-7-oxo-pyrido [2, 3-d] pyrimidin-2-yl) amino] -3 -methyl- benzenesulfonyl chloride

[1375] To a solution of 2-(4-benzylsulfanyl-2-methyl-anilino)-8-cyclopentyl-pyrido [2,3-d]pyrimidin-7- one (2 g, 4.52 mmol) inACN (20 mL), AcOH (2 mL), and H ₂ O (0.5 mL) was addedNCS (2.41 g, 18 mmol) in the dark. The mixture was stirred at 25 °C for 0.5 hr in the dark. The reaction mixture was diluted with H ₂ O (50 mL) and extracted with EA (3 X 50 mL). The combined organic layers were washed with brine (2 X 60 mL), dried over with anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. The residue was purified by column chromatography (SiCL, Petroleum ether/Ethyl acetate = 40/1 to 10/1, Rf = 0.40) to afford the title compound (1.49 g, 72% yield) as a yellow solid. H NMR (400 MHz, DMSO-A) δ 9.61 (s, 1H), 8.71 (s, 1H), 8.15 (s, 1H), 7.50 (s, 1H), 7.45 - 7.35 (m, 2H), 5.71 (s, 1H), 2.22 (s, 3H), 2.15 - 2.04 (m, 2H), 1.69 (s, 4H), 1.44 (s, 2H).

Synthesis of 4-[3-[4-[(6-Chloro-8-cyclopentyl-7-oxo-pyrido[2,3-d]pyrimidi n-2-yl)amino]-3-methyl- phenyl] sulfonylpropoxy] cyclohexanecarbaldehyde (Intermediate CX)

Step 1 - 2-[4-[3-[4-[[Tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy ]propylsulfonyl]-2-methyl- anilino]-6-chloro-8-cyclopentyl-pyrido[2,3-d]pyrimidin-7-one

[1376] To a solution of (4-allyloxycyclohexyl)methoxy-tert-butyl-diphenyl-silane (50.0 mg, 122 umol, Intermediate CU) in ACN (3 mL) was added IR(PPY)j (400 ug), 4-mercaptophenol (3.09 mg, 24.4 umol) over 30 minutes. Then 4-[(6-chloro-8-cyclopentyl-7-oxo-pyrido[2,3-d]pyrimidin-2-yl ) amino] -3 -methyl- benzenesulfonyl chloride (138 mg, 305 umol, Intermediate CW) was added dropwise. The mixture was stirred at 25 °C for 12 hrs. On completion, the mixture was filtered and concentrated in vacuo to give a residue. The residue was purified by prep-TLC (SiO ₂ , PE: EA= 0: 1) to give the title compound (50 mg, 49% yield) as a white solid. ¹ H NMR (400 MHz, CDCl ₃ ) δ 8.48 (s, 1H), 8.35 (d, J= 8.4 Hz, 1H), 7.71 - 7.64 (m, 2H), 7.54 (d, J = 6.8 Hz, 4H), 7.27 (s, 5H), 7.19 - 7.14 (m, 2H), 5.89 - 5.78 (m, 1H), 3.47 - 3.39 (m, 2H), 3.34 (d, J= 6.0 Hz, 2H), 3.16 - 3.08 (m, 2H), 3.05 - 2.94 (m, 1H), 2.36 (s, 3H), 2.19 (d, J= 7.2 Hz, 2H), 1.98 (s, 2H), 1.91 - 1.78 (m, 6H), 1.71 (d, J= 12.0 Hz. 2H), 1.59 (d, J= 2.8 Hz, 2H), 1.37 (s, 1H), 1.26 - 1.13 (m, 1H), 1.10 - 0.99 (m, 2H), 0.94 (s, 9H), 0.86 (d, J= 12.4 Hz, 2H). LC-MS (ESI ⁺ ) m/z 827.5 (M+H) ⁺ .

Step 2 - [4-[3-[4-[(6-Chloro-8-cyclopentyl-7-oxo-pyrido[2,3-d]pyrimid in-2-yl)amino]-3-methyl- phenyl] sulfonylpropoxy] cyclohexyl]methyl 2,2,2-trifluoroacetate

[1377] To a solution of 2-[4-[3-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy ] propylsulfonyl] -2- methyl-anilino]-6-chloro-8-cyclopentyl-pyrido[2,3-d]pyrimidi n-7-one (50.0 mg, 60.4 umol) in DCM (0.5 mL) was added TFA (770 mg, 6.75 mmol, 0.5 mL). The mixture was stirred at 25 °C for 2 hrs. On completion, the mixture was filtered and concentrated in vacuo to give a residue. The residue was purified by prep-TLC (SiO ₂ , PE: EA = 0: 1) to give the title compound (32.0 mg, 75% yield) as a yellow solid. LC- MS (ESI ⁺ ) m/z 684.9 (M+H) ⁺ .

Step 3 - 6-Chloro-8-cyclopentyl-2-[4-[3-[4-(hydroxymethyl)cyclohexoxy ]propylsulfonyl]-2-methyl- anilino]pyrido [2,3- d]pyrimidin- 7 - one

[1378] To a solution of [4-[3-[4-[(6-chloro-8-cyclopentyl-7-oxo-pyrido[2,3-d]pyrimid in-2-yl) amino]-3- methyl-phenyl]sulfonylpropoxy]cyclohexyl]methyl 2,2,2-trifluoroacetate (32.0 mg, 46.7 umol) in THF (1 mL) was added NaOH (0.373 mg, 9.34 umol) in H ₂ O (1 mL). The mixture was stirred at 25°C for 20 min. On completion, the mixture was concentrated in vacuo to give the title (27.0 mg, 92% yield) as a white solid. LC-MS (ESI ⁺ ) m/z 589.2 (M+H) ⁺ .

Step 4 - 4-[3-[4-[(6-Chloro-8-cyclopentyl-7-oxo-pyrido[2,3-d]pyrimidi n-2-yl)amino]-3-methyl- phenyl]sulfonylpropoxy]cyclohexanecarbaldehyde

[1379] To a solution of 6-chloro-8-cyclopentyl-2-[4-[3-[4-(hydroxymethyl)cyclohexoxy ]propylsulfonyl]- 2-methyl-anilino]pyrido[2,3-d]pyrimidin-7-one (27.0 mg, 45.8 umol) in DCM (1 mL) was added DMP (38.8 mg, 91.6 umol, 28.5 uL). The mixture was stirred at 25 °C for 3 hrs. On completion, the reaction mixture was quenched with Na ₂ S ₂ O ₃ (0.5 mL) at 25 °C, and then diluted with NaHCO ₃ (8 mL) and extracted with DCM (3 X 8 mL). The combined organic layers were washed with brine (2 X 5 mL), dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (31.0 mg, 98% yield) as yellow oil. LC-MS (ESI ⁺ ) m/z 587.2 (M+H) ⁺ .

Synthesis of [l-[(4-Methoxyphenyl) methyl] -2, 6-dioxo-3-piperidyl] trifluoromethanesulfonate (Intermediate CY)

Step 1 - 5-Oxotetrahydrofuran-2-carboxylic acid

[1380] To a solution of 2-aminopentanedioic acid (210 g, 1.43 mol, CAS# 617-65-2) in H ₂ O (800 mL) and HC1 (12 M, 210 mL) was added a solution of NaNO ₂ (147 g, 2.13 mol) in H ₂ O (400 mL) at - 5 °C. The mixture was stirred at 15 °C for 12 hrs. On completion, the mixture was concentrated and then dissolved in EA (500 mL) and fdtered and washed with EA (3 X 100 mL). The filtrate and washed solution were dried over Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (200 g, crude) as yellow oil. ¹ H NMR (400MHz, CDCl ₃ ) δ 6.43 (s, 1H), 5.02 - 4.95 (m, 1H), 2.67 - 2.38 (m, 4H)

Step 2 - N-[(4-methoxyphenyl)methyl]-5-oxo-tetrahydrofuran-2-carboxam ide

[1381] To 5-oxotetrahydrofuran-2-carboxylic acid (120 g, 922 mmol) was added SOCI2 (246 g, 2.07 mol) at 0 °C slowly. The mixture was stirred at 85 °C for 3 hrs, and then the mixture was stirred at 15 °C for 6 hrs. The mixture was concentrated in vacuo. The residue was dissolved in dry DCM (1 L) at 0 °C under N2. After that a solution of FhN (187 g, 1.84 mol) and 4-methoxybenzylamine (101 g, 738 mmol) in DCM (400 mL) was added, then the mixture was stirred at 15 °C for 3 hrs. On completion, water (600 mL) was added and the mixture was extracted with DCM (3 X 300mL). The combined organic phase was washed with 0.5 M HC1 (500 mL), brine (500 mL), dried over with anhydrous sodium sulfate and fdtered. The filtrate was concentrated in vacuo and the residue was purified by flash silica gel chromatography (PE: EA = 1: 1) to give the title compound (138 g, 60% yield) as a yellow solid. ¹ H NMR (400MHz, CDCl ₃ ) § 7.22 - 7.20 (d, ./ - 8.0, 1H), 6.89 - 6.87 (d, J= 8.0, 1H), 4.90 - 4.86 (m, 1H), 4.47 - 4.4.36 (m, 2H) 3.81 (s, 3H), 2.67 - 2.64 (m, 1H), 2.59 - 2.54 (m, 2H), 2.40 - 2.38 (m, 1H); LC-MS (ESI ⁺ ) m/z 272.0 (M+Na) ⁺ .

Step 3 - 3-Hydroxy-l-[(4-methoxyphenyl)methyl]piperidine-2, 6-dione

[1382] A solution of N-[(4-methoxyphenyl)methyl]-5-oxo-tetrahydrofuran-2-carboxam ide (138 g, 553 mmol) in anhydrous THF (1500 mL) was cooled to -78 °C. Then, t-BuOK (62.7 g, 559 mmol) in a solution of anhydrous THF (1000 mL) was added dropwise slowly at -78 °C under nitrogen atmosphere. The resulting reaction mixture was stirred at -40 °C for 1 hr. On completion, the reaction mixture was quenched with saturated NH4CI solution (100 mL). The mixture was extracted with ethyl acetate (3 X 1500 mL). The combined organic layer was washed with brine (300 mL), dried over anhydrous sodium sulfate, filtered and the filtrate was concentrated in vacuo. The residue was purified by silica gel chromatography (PE: EA = 1 : 1) to give the title compound (128 g, 92% yield) as a white solid. ¹ H NMR (400MHz, CDCl ₃ ) δ 7.39 - 7.32 (m, 2H), 6.89 - 6.81 (m, 2H), 4.91 (s, 2H), 4.17 - 4.11 (m, 1H), 3.80 (s, 3H), 3.54 (s, 1H), 2.98 - 2.87 (m, 1H), 2.73 - 2.60 (m, 1H), 2.26 - 2.20 (m, 1H), 1.80 (dq, J = 4.8, 13.1 Hz, 1H).

Step 4 - [l-[(4-Methoxyphenyl) methyl]-2,6-dioxo-3-piperidyl] trifluoromethanesulfonate

[1383] To a solution of 3 -hydroxy- l-[(4-methoxyphenyl) methyl] piperidine-2, 6-dione (43.0 g, 173 mmol) and pyridine (27.3 g, 345 mmol) in DCM (500 mL) was added trifluoromethylsulfonyl trifluoromethanesulfonate (73.0 g, 258 mmol) dropwise at 0 °C. The mixture was stirred at -10°C for 1.5 hours under N2. On completion, the mixture was concentrated in vacuo. The residue was purified by column chromatography on silica gel (PE: EA = 20: 1/8: 1) to give the title compound (45.0 g, 68% yield) as light yellow gum. ¹ H NMR (400MHz, CDCl ₃ ) δ 7.36 (d, J = 8.4 Hz, 2H), 6.85 - 6.82 (m, 2H), 5.32 - 5.28 (m, 1H), 4.91 (s, 2H), 3.79 (s, 3H), 3.02 - 2.97 (m, 1H), 2.79 - 2.74 (m, 1H), 2.41 - 2.35 (m, 2H).

Synthesis of 5-Bromo-3-methyl-lH-benzimidazol-2-one (Intermediate CZ)

Step 1 - 5-Bromo-N-methyl-2-nitro-aniline

[1384] 4 -bromo-2-fluoro- 1 -nitro-benzene (230 g, 1.05 mol, CAS#321-23-3) was added to a solution of mehylamine in tetrahydrofuran (2 M, 1.51 L). The mixture was stirred at 15 °C for 10 minutes. On completion, the mixture was diluted with H ₂ O (250 mL) and extracted with EtOAc (3 X 300 mL). The combined organic layers were washed with brine (300 mL), dried over Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (200 g, 83% yield) as a yellow solid. ¹ H NMR (400MHz, DMSO-d ₆ ) δ 8.22 (s, 1H), 7.98 (d, J= 9.2 Hz, 1H), 7.16 (d, J = 1.6 Hz, 1H), 6.82 (dd, J= 8.4, 1.6 Hz, 1H), 2.95 (d, J= 4.8 Hz, 3H).

Step 2 - 4-Bromo-N2-methyl-benzene-l,2-diamine

[1385] To a mixture of 5-bromo-N-methyl-2-nitro-aniline (200 g, 865 mmol) in EtOAc (1 L) and H ₂ O (500 mL) was added AcOH (1.00 L). The mixture was warmed to 50 °C, and then Fe (174 g, 3.11 mol) was added to the reaction mixture. After that, the reaction mixture was stirred at 80 °C for 6 hours. On completion, the mixture was filtered through celite. The filtrate was concentrated in vacuo and the residue was diluted with H ₂ O (250 mL) and extracted with EtOAc (3 X 300 mL). The combined organic layers were washed with aq.NaHCO3 and brine (300 mL), dried over Na ₂ SO ₄ , filtered and concentrated in vacuo. The residue was purified by flash silica gel chromatography to give the title compound (130 g, 75% yield) as black oil. ¹ H NMR (400MHz, DMSO-I/ ₆ ) δ 6.55 - 6.52 (m, 1H), 6.48 - 6.45 (m, 1H), 6.43 - 6.42 (m, 1H), 4.89 - 4.88 (m, 1H), 4.61 (s, 2H), 2.70 (d, J= 4.0 Hz, 3H).

Step 3 - 5-Bromo-3-methyl-lH-benzimidazol-2-one

[1386] To a solution of 4-bromo-N2-methyl-benzene-l,2-diamine (110 g, 547 mmol) in CH3CN (1.3 L) was added CDI (177 g, 1.09 mol). The mixture was stirred at 80 °C for 6 hours under N2. On completion, the mixture was concentrated in vacuo. The mixture was diluted with H ₂ O (1.0 L) and filtered. The filter cake was washed with water (3 X 200 mL) and dried in vacuo to give the title compound (106 g, 85% yield) as a white solid. ¹ H NMR (400MHz, DMSO-t/ ₆ ) δ 11.00 (s, 1H), 7.33 (s, 1H), 7.13 (d, J = 8.0 Hz, 1H), 6.92 (d, J= 8.0 Hz, 1H), 3.27 (s, 3H).

Synthesis of 3-(5-bromo-3-methyl-2-oxo-benzimidazol-l-yl)piperidine-2, 6-dione (Intermediate DA)

Step 1 - 3-(5-Bromo-3-methyl-2-oxo-benzimidazol-l-yl)-l-[(4-methoxyph enyl)methyl]piperidine-2,6 - dione

[1387] To a solution of 5-bromo-3-methyl-lH-benzimidazol-2-one (4.90 g, 21.6 mmol, Intermediate CZ) in THF (300 mL) was added t-BuOK (3.63 g, 32.3 mmol) at 0 °C. The mixture was stirred at 0-10°C for 1 hour under N2. Then a solution of [l-[(4-methoxyphenyl) methyl]-2, 6-dioxo-3-piperidyl] trifluoromethanesulfonate (9.87 g, 25.9 mmol, Intermediate CY) in THF (100 mL) was added to the reaction mixture at 0-10°C during 30 minutes. The mixture was stirred at 0-10°C for 30 minutes under N2. An additional solution of [l-[(4 -methoxyphenyl) methyl]-2, 6-dioxo-3-piperidyl] trifluoromethanesulfonate (2.47 g, 6.47 mmol) in THF (20 mL) was added to the reaction mixture at 0-10°C dropwise. The mixture was then stirred at 0-10°C for another 30 minutes under N2. On completion, the reaction was quenched water (400 mL) and extracted with EA (3 X 200 mL). The combined organic layer was concentrated in vacuo. The residue was triturated with EA (80 mL) and filtered. The filter cake was collected and dried in vacuo to give the title compound (6.70 g, 67% yield) as light yellow solid. The filtrate was also concentrated in vacuo and the residue was purified by column chromatography to give another batch title compound (1.80 g, 18% yield) as light yellow solid. ¹ H NMR (400MHz, DMSO-de) δ 7.47 (d, J= 1.6 Hz, 1H), 7.21 - 7.16 (m, 3H), 7.01 (d, J = 8.0 Hz, 1H), 6.85 (d, J= 8.8 Hz, 2H), 5.55 - 5.51 (m, 1H), 4.84 - 4.73 (m, 2H), 3.72 (s, 3H), 3.33 (s, 3H), 3.04 - 3.00 (m, 1H), 2.83 - 2.67 (m, 2H), 2.07 - 2.05 (m, 1H).

Step 2 - 3-(5-Bromo-3-methyl-2-oxo-benzimidazol-l-yl)piperidine-2, 6-dione

[1388] To a mixture of 3-(5-bromo-3-methyl-2-oxo-benzimidazol-l-yl)-l-[(4-methoxyph enyl)methyl] piperidine-2, 6-dione (8.50 g, 18.6 mmol) in toluene (50 mL) was added methanesulfonic acid (33.8 g, 351 mmol, 25 mL) at room temperature (15 °C). The mixture was stirred at 120 °C for 2 hours. On completion, the reaction mixture was cooled to room temperature and concentrated in vacuo. The residue was poured into ice/water (200 mL), and extracted with EA (3 X 100 mL). The combined organic layer was washed with brine (50 mL), dried over Na ₂ SO ₄ , filtered and concentrated in vacuo. The residue was triturated with EA(80 mL) and filtered. The filtrate cake was collected and dried in vacuo to give the title compound (4.20 g, 67% yield) as off-white solid. ¹ H NMR (400MHz, DMSO-A) δ 11.12 (s, 1H), 7.47 (d, J = 2.0 Hz, 1H), 7.22 (d, J = 8.4 Hz, 1H), 7.10 (d, J = 8.4 Hz, 1H), 5.40 - 5.35 (m, 1H), 2.34 (s, 3H), 2.92 - 2.88 (m, 1H), 2.71 - 2.60 (m, 2H), 2.03 - 1.99 (m, 1H).

Synthesis of 3-[3-Methyl-2-oxo-5-(4-piperidyl)benzimidazol-l-yl]piperidin e-2, 6-dione (Intermediate Step 1 - Tert-butyl 4-[l-(2,6-dioxo-3-piperidyl)-3-methyl-2-oxo-benzimidazol-4-y l]-3,6-dihydro-2H - pyridine- 1 -carboxylate

[1389] To a solution of 3-(5-bromo-3-methyl-2-oxo-benzimidazol-l-yl)piperidine-2, 6-dione (5.00 g, 14.8 mmol, Intermediate DA), tert-butyl 4-(4,4,5,5-tetramethyl-l,3,2-dioxaborolan-2-yl)-3,6-dihydro- 2H - pyridine- 1 -carboxylate (5.49 g, 17.7 mmol, CAS# 286961-14-6), K3PO4 (6.28 g, 29.6 mmol) and [2-(2- aminophenyl)phenyl]-chloro-palladium;dicyclohexyl-[3-(2,4,6- triisopropylphenyl)phenyl]phosphane (1.16 g, 1.48 mmol,) in dioxane (100 mL) and H ₂ O (5.0 mL) was stirred at 80 °C for 4 hrs. On completion, the mixture filtered and the filtrate was concentrated in vacuo. The residue was purified by reversed phase flash (0.1% FA condition) to give the title compound (2.30 g, 53% yield) as white solid, ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 11.09 (s, 1H), 7.27 (s, 1H), 7.14 - 7.04 (m, 2H), 6.11 (s, 1H), 5.36 (dd, J = 12.8, 5.2 Hz, 1H), 4.01 (d, </= 7.2 Hz, 2H), 3.55 (t, J = 5.6 Hz, 2H), 3.35 (s, 3H), 2.95 - 2.83 (m, 1H), 2.73 - 2.59 (m, 2H), 2.06 - 1.95 (m, 2H),1.46 - 1.39 (m, 9H), 1.17 (t, J = 7.2 Hz, 1H). LC-MS (ES1 ⁺ ) m/z 441.2 (M+H) ⁺ .

Step 2 - Tert-butyl 4-[l-(2,6-dioxo-3-piperidyl)-3-methyl-2-oxo-benzimidazol-5-y l]piperidine-l- carboxylate

[1390] To a solution of tert-butyl 4-[l-(2,6-dioxo-3-piperidyl)-3-methyl-2-oxo-benzimidazol-5-y l]-3,6 - dihydro-2H-pyridine- 1 -carboxylate (2.30 g, 5.22 mmol) in THF (150 mL) was added Pd/C (800 mg, 10 wt%) and Pd(OH) ₂ (800 mg, 5.70 mmol) at 25 °C. The reaction mixture was stirred at 60 °C for 16 hr under H2 (15 psi). On completion, the reaction mixture was filtered with celite and the filtrate was concentrated in vacuo to give the title compound (2.30 g, 87% yield) as white solid. ¹ H NMR (400 MHz, CDCl ₃ ) § 8.10 (s, 1H), 7.02 - 6.87 (m, 2H), 6.76 (d, J = 8.0 Hz, 1H), 5.23 (dd, J= 5.6, 12.6 Hz, 1H), 4.30 - 4.25 (m, 2H), 3.45 (s, 3H), 2.99 - 2.68 (m, 6H), 2.30 - 2.21 (m, 1H), 1.88 - 1.81 (m, 2H), 1.51 (s, 9H), 1.48 - 1.44 (m, 2H). LC-MS (ESL) m/z 465.2 (M+23)’.

Step 3 - 3-[3-Methyl-2-oxo-5-(4-piperidyl)benzimidazol-l-yl]piperidin e-2, 6-dione

[1391] To a mixture of tert-butyl 4-[l-(2,6-dioxo-3-piperidyl)-3-methyl-2-oxo-benzimidazol-5- yl]piperidine -1-carboxylate (300 mg, 678 umol) in DCM (3.0 mL) was added HCI/dioxanc (4 M, 170 uL) in one portion at 25 °C under N2. The mixture was stirred at 25 °C for 30 min. On completion, the reaction mixture was concentrated in vacuo to give the title compound (250 mg, 91% yield, HC1 salt) as white solid. LC-MS (ESI ⁺ ) m/z 343.1 (M+H) ⁺ .

Synthesis of 4-Benzylsulfanyl-2-methyl-aniline (Intermediate DE)

Step - 1 - 4-Benzylsulfanyl-2-methyl-l-nitro-benzene

[1392] Amixture of 4-fluoro-2-methyl-l -nitro-benzene (20.0 g, 128 mmol, CAS# 446-33-3), BnSH (18.1 mL, 154 mmol), and DIEA (33.3 g, 257 mmol, 44.9 mL) in DMF (200 mL) was degassed and purged with N2 for three times. Then the mixture was stirred at 80 °C for 16 hows under N2 atmosphere. On completion, the reaction mixture was quenched with NaClO (10 mL) at 25 °C, and then diluted with H ₂ O (10 mL) and extracted with EA (10 mL X 3). The combined organic layers were washed with brine (10 mL X 2), dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. Then the residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate = 100/1 to 10/ 1 ) to give the title compound (26.0 g, 76% yield) as a yellow solid. ¹ H NMR (400 MHz, CDCl ₃ ) δ 8.05 (d, J= 4.0 Hz, 1 H) 7.51 - 7.37 (m, 5 H) 7.30 - 7.25 (m, 2 H) 4.34 (s, 2 H) 2.69 (s, 3 H). LC-MS (ESI ⁺ ) m/z 260.0 (M+H) ⁺ .

Step - 2 - 4-Benzylsulfanyl-2-methyl-aniline

[1393] A mixtwe of 4-benzylsulfanyl-2-methyl-l -nitro-benzene (18.0 g, 69.4 mmol), Fe (23.2 g, 416 mmol), NH4CI (37.1 g, 694 mmol) in EtOH (180 mL) and H ₂ O (36 mL) was degassed and purged with N2 for three times, and then the mixture was stirred at 80°C for 1.5 hours under N2 atmosphere. On completion, the reaction mixture was diluted with H ₂ O 100 mL and extracted with EA (60 mL X 3). The combined organic layers were washed with brine (40 mLX 2), dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate = 100/1 to 10/1) to give the title compound (63 g, 98% yield) as a black oil. ¹ H NMR (400 MHz, DMSO-rig) δ 7.29 - 7.18 (m, 5 H) 6.99 (s, 1 H) 6.93 (d, J= 1.6 Hz, 1 H) 6.57 (d, J = 8.0 Hz, 1 H) 4.99 (s, 2 H) 3.96 (s, 2 H) 2.03 (s, 3 H).

Synthesis of Tert-butyl 4-but-3-enylpiperazine-l-carboxylate (Intermediate DJ)

[1394] To a solution of 4-bromobut- 1 -ene (2.83 g, 20.9 mmol, CAS# 5162-44-7) and tert-butylpiperazine- 1-carboxylate hydrochloride (3.00 g, 13.4 mmol, CAS# 57260-71-6) in THF (100 mL) was added K ₂ CO ₃ (6.69 g, 48.4 mmol) and TBAI (300 mg, 812 umol). Then the mixture was stirred at 70 °C for 15 hrs. On completion, the mixture was filtered, diluted with water (100 mL) and extracted with EA (30 mL X 3). The combined organic layer was dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the residue. The residue was purified by column chromatography (SiO ₂ , PE: EA= 15: 1 to 1: 1) to give the title compound (1.50 g, 46% yield) as yellow oil. H NMR (400 MHz, CDCl ₃ ) δ 5.86 - 5.76 (m, 1H), 5.09 - 5.00 (m, 2H), 3.48 - 3.40 (m, 4H), 2.45 - 2.39 (m, 6H), 2.28 - 2.23 (m, 2H), 1.47 (s, 9H). LC-MS (ESI ⁺ ) m/z 241.1 (M+H) ⁺ .

Synthesis of 6-Chloro-8-cyclopentyl-2-[2-methyl-4-(4-piperazin-l- ylbutylsulfonyl)anilino]pyrido[2,3-d] pyrimidin-7-one (Intermediate DK)

Step 1 - Tert-butyl 4-[4-[4-[(6-chloro-8-cyclopentyl-7-oxo-pyrido[2,3-d]pyrimidi n-2-yl)amino]-3-methyl- phenyl]sulfonylbutyl]piperazine- 1 -carboxylate

[1395] An oven-dried 15 mL vial equipped with magnetic stir bar was charged with tert-butyl 4-but-3- enylpiperazine- 1 -carboxylate (80.0 mg, 332 umol, Intermediate DJ), 4-[(6-chloro-8-cyclopentyl-7- oxo- pyrido[2,3-d]pyrimidin-2-yl)amino]-3-methyl-benzenesulfonyl chloride (377 mg, 832 umol, Intermediate CW), IR(PPY)3 (1.09 mg, 1.66 umol), 4-mercaptophenol (8.40 mg, 66.5 umol), bis(trimethylsilyl)silyl- trimethyl-silane (165 mg, 665 umol) in ACN (3 mL). The vial was sealed and placed under nitrogen and the reaction was stirred and irradiated with a 10 W blue LED lamp (3 cm away), with cooling water to keep the reaction temperature at 25 °C for 14 hrs. On completion, the mixture was filtered and concentrated in vacuo to give the residue. The residue was purified by prep-HPLC (column: Phenomenex luna C18 150*25mm* lOum; mobile phase: [water (FA)-ACN]; B%: 27%-57%, lOmin) to give the title compound (20.0 mg, 9% yield) as white solid. LC-MS (ESI ⁺ ) m/z 659.4 (M+H) ⁺ .

Step 2 - 6-Chloro-8-cyclopentyl-2-[2-methyl-4-(4-piperazin-l-ylbutyls ulfonyl)anilino]pyrido[2,3-d] pyrimidin-7-one

[1396] A solution of tert-butyl 4-[4-[4-[(6-chloro-8-cyclopentyl-7-oxo-pyrido[2,3-d]pyrimidi n-2- yl)amino]- 3-methyl-phenyl]sulfonylbutyl]piperazine-l -carboxylate (19.0 mg, 28.8 umol) in HCl/dioxane (1 mL) was stirred at 25 °C for 0.5 hr. On completion, the mixture was concentrated in vacuo to give the title compound (17.0 mg, 99% yield, HC1) as black-brown solid. LC-MS (ESI ⁺ ) m/z 559.0 (M+H) ⁺ .

Synthesis of 4-(l,3-dioxolan-2-yl)piperidine (Intermediate DL)

Step 1 - Benzyl 4-(l,3-dioxolan-2-yl)piperidine-l-carboxylate

[1397] A solution of benzyl 4-formylpiperidine-l-carboxylate (20.0 g, 80.9 mmol, CAS#138163-08-3), PTSA (1.4g, 8.09 umol) and ethylene glycol (5.52 g, 88.9 mmol, CAS# 107-21-1) in toluene (200 mL) was refluxed at 130 °C for 16 hrs. On completion, the reaction mixture was concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate=5/l to 0/1) to give the title compound (15.0 g, 63% yield). ¹ H NMR (400 MHz, CDCl ₃ ) δ 7.43 - 7.28 (m, 5H), 5.13 (s, 2H), 4.65 (d, J - 4.4 Hz, 1H), 4.24 (s, 2H), 3.99 - 3.82 (m, 4H), 2.77 (s, 2H), 1.85 - 1.64 (m, 3H), 1.42 - 1.26 (m, 2H).

Step 2 - 4-(l,3-Dioxolan-2-yl)piperidine

[1398] To a solution of benzyl 4-(l,3-dioxolan-2-yl)piperidine-l -carboxylate (5 g, 20 mmol) in MeOH (100 mL) was added Pd/C (1.5 g, 1.4 mmol, 10 wt%) under N2. The suspension was degassed in vacuo and purged with H2 several times. The mixture was stirred at 25 °C for 4 hours under H2 (15 PSI). On completion, the reaction mixture was filtered and concentrated in vacuo to give the title compound (2.3 g, 85% yield) as yellow solid. ¹ H NMR (400 MHz, CDCl ₃ ) δ 4.62 (d, .,/ - 4.8 Hz, 1H), 3.98 - 3.81 (m, 4H), 3.11 (d, J= 12.0 Hz, 2H), 2.60 (m, 2H), 1.98 (s, 1H), 1.73 (d, J= 14.4 Hz, 2H), 1.69 - 1.62 (m, 1H), 1.38 - 1.24 (m, 2H).

Synthesis of l-[l-(2,6-dioxo-3-piperidyl)-3-methyl-2-oxo-benzimidazol-5-y l]piperidine-4- carbaldehyde (Intermediate DM)

Step 1 - 3-[5-[4-(l,3-Dioxolan-2-yl)-l-piperidyl]-3-methyl-2-oxo-benz imidazol-l-yl]piperidine-2, 6-dione [1399] To a solution of 4-(l,3-dioxolan-2-yl)piperidine (500 mg, 3.18 mmol, Intermediate DL) and 3-(5- bromo-3-methyl-2-oxo-benzimidazol-l-yl)piperidine-2, 6-dione (1.08 g, 3.18 mmol, Intermediate DA) in toluene (15 mL) was added RuPhos (148 mg, 318 umol), RuPhos Pd G3 (266 mg, 318 umol) and LiHMDS (1 M, 19.0 mL). On completion, the reaction mixture was acidified to pl 1=7 by HCOOH and concentrated in vacuo. The residue was triturated with PE/EA (3/1), filtered and the filter cake was triturated with water. The solid was filtered and dried in vacuo to give the title compound (1.1 g, 83% yield) as gray solid, ’ll NMR (400 MHz, DMSO- ₆ ) δ 11.05 (s, 1H), 6.92 (d, J= 8.4 Hz, 1H), 6.82 (d, 2.0 Hz, 1H), 6.63 (dd, J

= 2.0, 8.4 Hz, 1H), 5.28 (dd, J= 5.2, 12.8 Hz, 1H), 4.61 (d, J= 5.2 Hz, 1H), 3.93 - 3.75 (m, 4H), 3.62 (d, J = 12.4 Hz, 2H), 3.37 - 3.30 (m, 3H), 2.95 - 2.82 (m, 1H), 2.67 (dd, J = 4.4, 12.8 Hz, 1H), 2.63 - 2.55 (m, 3H), 2.02 - 1.93 (m, 1H), 1.78 - 1.72 (m, 2H), 1.65 - 1.56 (m, 1H), 1.50 - 1.39 (m, 2H).

Step 2 - l-[l-(2,6-Dioxo-3-piperidyl)-3-methyl-2-oxo-benzimidazol-5-y l]piperidine-4-carbaldehyde [1400] A solution of 3-[5-[4-(l,3-dioxolan-2-yl)-l-piperidyl]-3-methyl-2-oxo-benz imidazol-l- yl]piperidine -2,6-dione (100 mg, 241 umol) in HCOOH (3 mL) was stirred at 50 °C for 3 hrs. On completion, the reaction mixture was concentrated in vacuo to give the title compound (89 mg, 99% yield) as a brown oil. LCMS (ESI ⁺ ) m/z 371.0 (M+H) ⁺ .

Synthesis of N-(4-Benzylsulfanyl-2-methyl-phenyl)-4-chloro-5-(trifluorome thyl)pyrimidin-2-amine

(Intermediate EA)

[1401] To a solution of 2,4-dichloro-5-(trifluoromethyl)pyrimidine (500 mg, 2.30 mmol, CAS# 3932-97- 6) in mixture solvent of DCE (6 mL) and t-BuOH (6 mL) was added ZnCL (1 M, 2.77 mL) at 0 °C. After 1 hour, a solution of 4-benzylsulfanyl-2-methyl-aniline (528 mg, 2.30 mmol, Intermediate DE) and TEA (256 mg, 2.5 mmol) in mixture solvent of DCE (3 mL) and t-BuOH (3 mL) was added dropwise into the above solution. The mixture was then stirred at 25 °C for 16 hrs. On completion, the mixture was diluted with H ₂ O (20 mL) and extracted with EA (20 mL X 3). The combined organic layers were washed with saturated NaCl (10 mL), dried over anhydrous NajSCL, filtered and concentrated in vacuo to give a residue. The residue was purified by column chromatography (SiO ₂ , PE: EA=50: l to 20:1) to give the title compound (600 mg, 63% yield) as a yellow solid. ¹ H NMR (400 MHz, DMSO-i/g) δ 10.04 (s, 1H), 8.66 - 8.60 (m, 1H), 7.40 - 7.35 (m, 2H), 7.31 - 7.28 (m, 2H), 7.28 - 7.21 (m, 3H), 7.20 - 7.16 (m, 1H), 4.24 (s, 2H), 2. 15 (s, 3H). LC-MS (ESI ⁺ ) m/z 410.0 (M + H) ⁺ .

Synthesis of 3-Methyl-4-[[4-(l-methylpyrazol-4-yl)-5-(trifluoroinethyl)py rimidin-2-yl]amino] benzenesulfonyl chloride (Intermediate EB)

EB

Step 1 - N-(4-benzylsulfanyl-2-methyl-phenyl)-4-(l-methylpyrazol-4-yl )-5-(trifluoromethyl) pyrimidine- amine

[1402] To a solution of N-(4-benzylsulfanyl-2-methyl-phenyl)-4-chloro-5-(trifluorome thyl)pyrimidin-2- amine (2.00 g, 4.88 mmol, Intermediate EA) and (l-methylpyrazol-4-yl)boronic acid (921 mg, 7.32 mmol, CAS# 847818-55-7) in dioxane (25 mL) and H ₂ O (5 mL) was added K3PO4 (3.11 g, 14.6 mmol) and Pd(dppf)C12.CH ₂ C12 (398 mg, 487 nmol). Then the mixture was purged with N2 three times and stirred at 80 °C for 10 hrs. On completion, the mixture was filtered and concentrated in vacuo to give a residue. The residue was purified by column chromatography (SiO ₂ , PE: EA=10: 1 to 5: 1) to give the title compound (1.20 g, 54% yield) as a yellow solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 9.44 (s, 1H), 8.62 (s, 1H), 8.15 (s, 1H), 7.85 (s, 1H), 7.40 - 7.34 (m, 3H), 7.31 (t, J= 7.4 Hz, 2H), 7.27 - 7.17 (m, 3H), 4.23 (s, 2H), 3.93 (s, 3H), 2.19 (s, 3H). LC-MS (ESI ⁺ ) m/z 456.4 (M+H) ⁺ .

Step 2 - 3-Methyl-4-[[4-(l-methylpyrazol-4-yl)-5-(trifhioromethyl)pyr imidin-2-yl]amino] benzenesulfonyl chloride

[1403] To a solution of N-(4-benzylsulfanyl-2-methyl-phenyl)-4-(l-methylpyrazol-4-yl )-5- (trifhioromethyl) pyrimidin-2-amine (1.00 g, 2.20 mmol) in ACN (12 mL), AcOH (1.2 mL) and H ₂ O (0.2 mL) was added NCS (1.03 g, 7.68 mmol), then the mixture was stirred at 25 °C for 0.5 hr. On completion, the mixture was concentrated in vacuo to give the residue. The residue was purified by column chromatography (SiO ₂ , PE: EA=10: l to 3:1) to give the title compound (700 mg, 73% yield) as a brown solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 9.45 (s, 1H), 8.62 (s, 1H), 8.16 (s, 1H), 7.86 (s, 1H), 7.50 - 7.47 (m, 1H), 7.46 - 7.38 (m, 2H), 3.92 (s, 3H), 2.23 (s, 3H). LC-MS (ESI ⁺ ) m/z 432.0 (M+H) ⁺ .

Synthesis of N-[2-methyl-4-(4-piperazin-l-ylbutylsulfonyl)phenyl]-4-(l-me thylpyrazol-4-yl)-5-

(trifluoromethyl)pyrimidin-2-amine (Intermediate EC)

Step 1 - Tert-butyl 4-[4-[3-methyl-4-[[4-(l-methylpyrazol-4-yl)-5-(trifluorometh yl)pyrimidin-2- yl]amino]phenyl]sulfonylbutyl]piperazine- 1 -carboxylate [1404] To a solution of 3-methyl-4-[[4-(Lmethylpyrazol-4-yl)-5-(trifluoromethyl)pyri midin-2-yl]amino] benzenesulfonyl chloride (300 mg, 694 umol, Intermediate EB) and tert-butyl 4-but-3-enylpiperazine-l- carboxylate (60.0 mg, 249 umol, Intermediate DJ) in ACN (3 mL) was added IR(PPY)3 (2.27 mg, 3.47 umol), (TMS)3SiH (1.39 mmol) and 4-mercaptophenol (17.5 mg, 138 umol). Then the mixture was stirred and irradiated with a 10W blue LED lamp(3 cm away), with cooling water to keep the reaction temperature at 25 °C for 14 hrs. On completion, the mixture was filtered to give the residue. The residue was purified byprep-HPLC (column: Phenomenex luna C18 150*25mm* lOum: mobile phase: [water (FA)-ACN]; B%: %-%, 15 min) to give the title compound (70.0 mg, 44% yield) as a yellow solid. LC-MS (ESE) m/z 638.2 (M+H) ⁺ .

Step 2 - N-[2-methyl-4-(4-piperazin-l-ylbutylsulfonyl)phenyl]-4-(l-me thylpyrazol-4-yl)-5-

(trifluoromethyl)pyrimidin-2-amine

[1405] To a solution of tert-butyl 4-[4-[3-methyl-4-[[4-(l-methylpyrazol-4-yl)-5- (trifluoromethyl)pyrimidin -2-yl]amino]phenyl]sulfonylbutyl]piperazine-l -carboxylate (40.0 mg, 62.7 umol) was added HCl/dioxane (2 mL), then the mixture was stirred at 25 °C for 1 hr. On completion, the mixture was concentrated in vacuo to give the title compound (35.0 mg, 97% yield, HC1) as a white solid. LC-MS (ESE) m/z 538.1 (M+H) ⁺ .

Synthesis of 5-Bromo-2-chloro-N-isopropyl-pyrimidin-4-amine (Intermediate DF)

DF

[1406] To a solution of 5-bromo-2,4-dichloro-pyrimidine (10.0 g, 43.8 mmol, 5.62 mL, CAS# 36082-50- 5) in ACN (250 mL) was added TEA (5.77 g, 57.0 mmol, 7.94 mL) and propan-2-amine (3.37 g, 57.0 mmol, 4.90 mL) at 0 °C for 30 min. Then the mixture was stirred for 15.5 hours at 25 °C. On completion, the reaction mixture was diluted with H ₂ O (200 mL) and extracted with EA (3 X 100 mL). The combined organic layers were washed with brine (2 X 100 mL), dried over Na ₂ SO ₄ , filtered and concentrated under reduced pressure to give the title compound (10 g, 90% yield) as a white solid. LC-MS (ESE) m/z 251.8 (M+H) ⁺ .

Synthesis of 8-isopropyl-2-methylsulfanyl-pyrido[2,3-d]pyrimidin-7-one (Intermediate DN)

DN

Step 1 - 5-Bromo-N-isopropyl-2-methylsulfanyl-pyrimidin-4-amine

[1407] To a solution of 5-bromo-2-chloro-N-isopropyl-pyrimidin-4-amine (10.0 g, 39.9 mmol, Intermediate DF) in DMF (110 mL) was added NaSMe (7.12 g, 101 mmol, 6.47 mL). The mixture was stirred at 25 °C for 16 hrs under N2. On completion, the reaction mixture was quenched with H ₂ O ( 100 mL) at 25 °C, and then extracted with EA (100 mL X 3). The combined organic layers were washed with brine (100 mL X 2), dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (9.50 g, 90% yield) as a yellow solid. ¹ H NMR (400 MHz, DMSO-de) δ 8.12 (s, 1H), 7.95 (s, 1H), 4.32 - 4.25 (m, 1H), 2.89 (s, 3H), 2.73 (s, 3H), 2.41 (s, 3H). LC-MS (ESI ⁺ ) m/z 263.8 (M+H)".

Step 2 - Methyl (E)-3-[4-(isopropylamino)-2-methylsulfanyl-pyrimidin-5-yl]pr op-2-enoate

[1408] A mixture of 5-bromo-N-isopropyl-2-methylsulfanyl-pyrimidin-4-amine (9.50 g, 36.2 mmol), methyl prop-2-enoate (22.3 g, 259 mmol, 23.3 mL, CAS# 96-33-3), Pd(PPh ₃ )4 (4.19 g, 3.62 mmol), and TEA (11.0 g, 108 mmol, 15.0 mL) in DMF (100 mL) was degassed and purged with N2 three times. Then the mixture was stirred at 90 °C for 32 hrs under N2 atmosphere. On completion, the reaction mixture was quenched with H ₂ O (100 mL) at 25 °C, and then extracted with EA (100 mL X 3). The combined organic layers were washed with brine (100 mL X 2), dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl ace t at e= 10/1 to 3/1) ( Rf=0.40, PE:EA=1 : 1) to give the title compound (5.80 g, 59% yield) as a yellow solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) § 8.43 - 8.30 (m, 1H), 7.79 (d, J= 15.6 Hz, 1H), 7.49 (d, J= 7.2 Hz, 1H), 6.55 - 6.43 (m, 1H), 4.35 (d, J= 6.8, 13.4 Hz, 1H), 3.71 (s, 3H), 2.44 (s, 3H), 1.19 (d, 6.4 Hz, 6H). LC-

MS (ESI ⁺ ) m/z 268.1 (M+H) ⁺ .

Step 3 - 8-Isopropyl-2-methylsulfanyl-pyrido[2,3-d]pyrimidin-7-one

[1409] A mixture of methyl (E)-3-[4-(isopropylamino)-2-methylsulfanyl-pyrimidin-5-yl]pr op-2-enoate (5.73 g, 21.4 mmol), DBU (16.3 g, 107 mmol, 16.1 mL) in NMP (50.0 mL) was degassed and purged with N2 three times. Then the mixture was stirred at 120 °C for 1 hr under N? atmosphere. On completion, the mixture was diluted with H ₂ O (300 mL), and extracted with DCM (3 X 100 mL). The combined organic layer was washed with brine (3 X 100 mL), then dried with anhydrous Na ₂ SO ₄ , filtered and the filtrate was concentrated in vacuo. The mixture was purified by reversed phase (0.1% FA) to give the title compound (4.20 g, 83% yield) as a white solid. ¹ H NMR (400 MHz, DMSO-c#>) δ 8.84 (s, 1H), 7.86 (d, J= 9.6 Hz, 1H), 6.56 (d, J= 9.6 Hz, 1H), 5.75 - 5.56 (m, 1H), 2.59 (s, 3H), 1.53 (d, J = 6.8 Hz, 6H). LC-MS (ESI ⁺ ) m/z 236.1 (M+H) ⁺ .

Synthesis of 4- [ [6-(Difluoromethyl)-8-isopropyl-7-oxo-pyrido [2,3-d]pyrimidin-2-yl] amino] -3-methyl- benzenesulfonyl chloride (Intermediate DO)

Step 1 - 6-[Chloro(difluoro)methyl]-8-isopropyl-2-methylsulfanyl-pyri do[2,3-d]pyrimidin-7-one

[1410] To an 15 mL vial equipped with a stir bar was added 4-phenylpyridine N-Oxide (3.64 g, 21.0 mmol), 8-isopropyl-2-methylsulfanyl-pyrido[2,3-d]pyrimidin-7-one (2.00 g, 8.50 mmol, Intermediate DN), and Ru(bpy)3C12.6H ₂ O (63.6 mg, 85.0 umol) in dry ACN (20 mL), then (2-chloro-2,2-difluoro-acetyl) 2- chloro -2,2 - difluoro-acetate (5.16 g, 21.0 mmol, CAS# 2834-28-3) was added. The vial was sealed and placed under nitrogen was added. The reaction was stirred and irradiated with a 34 W blue LED lamp (2 cm away), with cooling water to keep the reaction temperature at 25 °C for 16 hrs. On completion, the mixture was concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate=20/l to 10/1) (Rf = 0.55, PE:EA = 1 :1) to give the title compound (1.37 g, 50% yield) as a yellow solid. ¹ H NMR (400 MHz, DMSO-t/ ₆ ) δ 9.02 (s, 1H), 8.50 (s, 1H), 5.82 - 5.64 (m, 1H), 2.63 (s, 3H), 1.57 (d, J= 6.8 Hz, 6H). LC-MS (ESI ⁺ ) m/z 319.6 (M+H) ⁺ .

Step 2 - 6-(Difluoromethyl)-8-isopropyl-2-methylsulfanyl-pyrido[2,3-d ]pyrimidin-7-one

[1411] A mixture of 6-[chloro(difluoro)methyl]-8-isopropyl-2-methylsulfanyl-pyri do[2,3-d]pyrirnidin-7- one (200 mg, 625 umol), Pd/C (10.0 mg, 6.25 umol, 10 wt%), Na2CO3 (99.0 mg, 938 umol) in THF (2 mL) was degassed and purged with H2 three times. Then the mixture was stirred at 25 °C for 2 hours under H2 atmosphere. On completion, the mixture was filtered, and the filtrate was concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate=30/l to 10/1) (Rf = 0.70, PE:EA= 3:1) to give the title compound (70.0 mg, 39% yield) as a white solid. ¹ H NMR (400 MHz, DMSO- di) 5 9.00 (s, 1H), 8.28 (s, 1H), 5.87 - 5.59 (m, 1H), 3.36 - 3.26 (m, 1H), 2.62 (s, 3H), 1.56 (d, J= 6.8 Hz, 6H). LC-MS (ESI ⁺ ) m/z 286.0 (M+H) ⁺ .

Step 3 -6-(Difluoromethyl)-8-isopropyl-2-methylsulfonyl-pyrido[2,3- d]pyrimidin-7-one

[1412] To a solution of 6-(difluoromethyl)-8-isopropyl-2-methylsulfanyl-pyrido[2,3-d ]pyrimidin-7-one (260 mg, 911 umol) in DCM (2 mL) was added m-CPBA (740 mg, 3.65 mmol, 85% solution). The mixture was stirred at 40 °C for 3 hrs. On completion, the mixture was quenched with NaHCO ₃ (10 mL), then extracted with EA (3 x 10 mL). The combined organic layers were washed with brine (3 X 10 mL), dried with anhydrous Na ₂ SO ₄ , filtered and the filtrate was concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate=30/l to 10/1) to give the title compound (100 mg, 34% yield) as a yellow solid. LC-MS (ESI ⁺ ) m/z 317.9 (M+H) ⁺ .

Step 4 - 2-(4-Benzylsulfanyl-2-methyl-anilino)-6-(difluoromethyl)-8-i sopropyl-pyrido[2,3-d]pyrimidin-7- one

[1413] A mixture of 6-(difluoromethyl)-8-isopropyl-2-methylsulfonyl-pyrido[2,3-d ]pyrimidin-7-one (70.0 mg, 220 umol), 4-benzylsulfanyl-2-methyl-aniline (151 mg, 661 umol, Intermediate DE), TFA (251 mg, 2.21 mmol, 163 uL) in IPA (2 mL), and then the mixture was stirred at 90 °C for 5 hrs. On completion, the mixture was concentrated in vacuo. The mixture was purified by reversed phase (0.1% FA) to give the title compound (27.0 mg, 26% yield) as a brown oily liquid. ¹ H NMR (400 MHz, DMSO-d ₆ ) § 9.56 (s, 1H), 8.81 (s, 1H), 8.10 (s, 1H), 7.37 - 7.17 (m, 8H), 6.88 (t, J = 56.0 Hz, 1H), 5.59 - 5.37 (m, 1H), 4.23 (s, 2H), 2.17 (s, 3H), 1.34 (s, 6H). LC-MS (ESI ⁺ ) m/z 467.2(M+H) ⁺ .

Step 5 - 4-[[6-(Difluoromethyl)-8-isopropyl-7-oxo-pyrido[2,3-d]pyrimi din-2-yl]amino]-3-methyl- benzenesulfonyl chloride

[1414] To a solution of 2-(4-benzylsulfanyl-2-methyl-anilino) -6-(difluoromethyl)-8-isopropyl - pyrido[2,3-d] pyrimidin-7-one (22.0 mg, 47.1 umol) inACN (1 mL), AcOH (0.1 mL), and H ₂ O (0.01 mL) was added NCS (16.0 mg, 126 umol). The mixture was stirred at 25 °C for 1 hr in the dark. On completion, the mixture was diluted with H ₂ O (10 mL), and extracted with EA (3 X 10 mL). The combined organic layer was washed with brine (3 X 10 mL), dried with anhydrous Na ₂ SO ₄ , filtered and the filtrate was concentrated in vacuo to give the title compound (20.0 mg, 95% yield) as a brown oily liquid. LC-MS (ESI ⁺ ) m/z 442.9 (M+H) ⁺ .

Synthesis of 4-[3-[4-[[6-(Difluoromethyl)-8-isopropyl-7-oxo-pyrido[2,3-d] pyrimidin-2-yl]amino]-3- methyl-phenyl] sulfonylpropoxy] cyclohexanecarbaldehyde (Intermediate KR)

Step 1 -2-[4-[3-[4-[[Tert-butyl(diphenyl)silyl]oxymethyl]cyclohexox y]propylsulfonyl]-2-methyl-anilino]- 6-(difluoromethyl)-8-isopropyl-pyrido[2,3-d]pyrimidin-7-one

[1415] An oven-dried 15 mL vial equipped with magnetic stir bar was charged with (4- allyloxycyclohexyl)methoxy-tert-butyl-diphenyl-silane (140 mg, 342 umol, Intermediate CU), 4- [[6- (difluoromethyl)-8-isopropyl-7-oxo-pyrido[2,3-d]pyrimidin-2- yl]amino]-3-methyl-benzenesulfonyl chloride (379 mg, 856 umol, Intermediate DO), Ir(ppy)a (1.12 mg, 1.71 umol), (TMS^SiH (249 mg, 685 umol), and 4-mercaptophenol (8.65 mg, 68.5 umol) in ACN (3 mL, 0.167 M). The vial was sealed and placed under nitrogen was added. The reaction was stirred and irradiated with a 10 W blue LED lamp (3 cm away), with cooling water to keep the reaction temperature at 25 °C for 14 hrs. On completion, the mixture was concentrated in vacuo. The residue was purified by prep-TLC (SiO ₂ , PE:EA= 3:1) (Rf = 0.28, PE:EA = 3: 1) to give the title compound (220 mg, 78% yield) as a white solid. LC-MS (ESI ⁺ ) m/z 817.5 (M+H) ⁺ .

Step 2 - 6-(Difluoromethyl)-2-[4-[3-[4-(hydroxymethyl)cyclohexoxy]pro pylsulfonyl]-2-methyl-anilino]- 8 -isopropyl-pyrido [2,3- d]pyrimidin- 7-one

[1416] To a solution of 2-[4-[3-[4-[[tert-butyl(diphenyl)silyl]oxymethyl] cyclohexoxy]propylsulfony l]-2- methyl-anilino]-6-(difhioromethyl)-8-isopropyl-pyrido[2,3-d] pyrimidin-7-one (80.0 mg, 97.9 umol) in HCl/dioxane (1 mL). The mixture was stirred at 25 °C for 16 hrs. On completion, the mixture was concentrated in vacuo. The residue was purified by prep-TLC (SiO ₂ , PE:EA= 3: 1) (Rf = 0.46, PE:EA=3: 1) to give the title compound (58.0 mg, 96% yield, HC1) as a white solid. LC-MS (ESI ⁺ ) m/z 579.3 (M+H) ⁺ .

Step 3 - 4-[3-[4-[[6-(Difluoromethyl)-8-isopropyl-7-oxo-pyrido[2,3-d] pyrimidin-2-yl]amino]-3-methyl- phenyl]sulfonylpropoxy]cyclohexanecarbaldehyde

[1417] To a solution of 6-(difluoromethyl)-2-[4-[3-[4-(hydroxymethyl)cyclohexoxy] propylsulfonyl]- 2 - methyl-anilino]-8-isopropyl-pyrido[2,3-d]pyrimidin-7-one (58.0 mg, 94.2 umol, HC1) in DCM (1.5 mL) was added DMP (59.9 mg, 141 umol, 43.7 uL). The mixture was stirred at 25 °C for 1 hr. On completion, the mixture was quenched with Na ₂ S ₂ O ₃ (3 mL), then diluted with H ₂ O (10 mL), and extracted with DCM (3 x 10 mL). The combined organic layer was washed with brine (3 x 10 mL), dried with anhydrous

Na ₂ SO ₄ , filtered and the filtrate was concentrated in vacuo to give the title compound (50.0 mg, 91% yield) as a white solid. LC-MS (ES1 ⁺ ) m/z 577.2 (M+H) ⁺ .

Synthesis of 4-[(6-Chloro-8-isopropyl-7-oxo-pyrido[2,3-d]pyrimidin-2-yl)a imno]-3-methyl- benzenesulfonyl chloride (Intermediate DG)

DG

Step 1 - N2-(4-benzylsulfanyl-2-methyl-phenyl)-5-bromo-N4-isopropyl-p yrimidine-2,4-diamine

[1418] To a solution of 4-benzylsulfanyl-2-methyl-aniline (1.00 g, 4.36 mmol, Intermediate DE) in IPA (10 mL) was added 5-bromo-2-chloro-N-isopropyl-pyrimidin-4-amine (1.20 g, 4.80 mmol, Intermediate DF) and TFA (9.94 g, 87.2 mmol, 6.46 mL) at 20 °C under nitrogen flow. Then the reaction was stirred at 80 °C for 20 hrs under nitrogen atmosphere. On completion, the mixture was diluted with H ₂ O (20 mL), and extracted with EA (30 mL X 3). The combined organic layer was washed with NaHCO ₃ (30 mL), then washed with brine (30 mL X 3), dried with anhydrous Na ₂ SO ₄ , filtered and the filtrate was concentrated in vacuo. The mixture was purified by pre-HPLC (column: Phenomenex luna C18 250*50mm*15um;mobile phase: [water(FA)-ACN];B%: 23%-53%,20min) to give the title compound (600 mg, 31 % yield) as a black solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) § 8.25 (s, 1H), 7.91 (s, 1H), 7.47 (d, J= 8.4 Hz, 1H), 7.36 - 7.25 (m, 4H), 7.23 (d, J= 6.8 Hz, 1H), 7.16 (s, 1H), 7.09 (d, J= 8.4 Hz, 1H), 6.33 (d, J= 8.0 Hz, 1H), 4.17 (s, 3H), 2.16 (s, 3H), 1.15 (d, J = 6.4 Hz, 6H). LC-MS (ESI ⁺ ) m/z 444.9 (M+H) ⁺ .

Step 2 - Methyl (E)-3-[2-(4-benzylsulfanyl-2-methyl-anilino)-4-(isopropylami no)pyrimidin-5-yl]prop-2- enoate

[1419] A mixture of N2-(4-benzylsulfanyl-2-methyl-phenyl)-5-bromo-N4-isopropyl-p yrimidine-2,4- diamine (2.20 g, 4.96 mmol), TEA (1.51 g, 14.8 mmol, 2.07 mL), and Pd(PPh )4 (1-15 g, 992 umol) inDMF (25 mL) was added methyl prop-2-enoate (3.11 g, 36.1 mmol, 3.25 mL). The mixture was degassed and purged with N2 three times, and then the mixture was stirred at 90 °C for 16 hours under N2 atmosphere. On completion, the reaction mixture was quenched with H ₂ O (20 mL) at 25 °C, then and extracted with EA (20 mL X 3). The combined organic layers were washed with brine (20 mL X 3), dried over anhydrous

Na ₂ SO ₄ fdtered and the filtrate was concentrated under reduced pressure to give a residue. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate=20/l to 5/1) (Rf = 0.5, PE:EA = 2: 1) to give the title compound (1.3 g, 58% yield) as a yellow solid. ¹ H NMR (400 MHz, DMSO-c/e) § 8.50 (s, 1H), 8.31 (s, 1H), 7.78 (d, J = 15.6 Hz, 1H), 7.50 (d, J = 8.4 Hz, 1H), 7.37 - 7.08 (m, 9H), 6.31 (d, J = 15.2 Hz, 1H), 4.18 (s, 2H), 3.68 (s, 3H), 2.18 (s, 3H), 1.16 - 1.10 (m, 6H). LC-MS (ESI ⁺ ) m/z 449.5 (M+H) ⁺ .

Step 3 - 2-(4-Benzylsulfanyl-2-methyl-anilino)-8-isopropyl-pyrido[2,3 -d]pyrimidin-7-one

[1420] To a solution of methyl (E)-3-[2-(4-benzylsulfanyl-2-methyl-anilino)-4-(isopropylami no) pyrimidin -5-yl]prop-2-enoate (110 mg, 245 umol) in DMP (2 mL) was added t-BuOK (82.5 mg, 735 umol). The mixture was stirred at 25 °C for 30 min. Then the mixture was heated to 120 °C and stirred for 1 hr. On completion, the mixture was concentrated in vacuo. The residue was purified by prep-TLC (SiO ₂ , PE: EA = 1 : 1) (Rf = 0.5, PE:EA=1 : 1) to give the title compound (50 mg, 48% yield) as a yellow solid. ¹ H NMR (400 MHz, DMSO-64) δ 9.27 (s, 1H), 8.64 (s, 1H), 7.70 (d, J= 9.2 Hz, 1H), 7.38 - 7.16 (m, 8H), 6.25 (d, J = 9.2 Hz, 1H), 5.61 - 5.42 (m, 1H), 4.22 (s, 2H), 2.17 (s, 3H), 1.34 (d, J= 5.2 Hz, 6H). LC-MS (ESI ⁺ ) m/z 867.3 (M+H) ⁺ .

Step 4 - 4-[(6-Chloro-8-isopropyl-7-oxo-pyrido[2,3-d]pyrimidin-2-yl)a mino]-3-methyl-benzenesulfonyl chloride

[1421] To a solution of 2-(4-benzylsulfanyl-2-methyl-anilino)-8-isopropyl-pyrido[2,3 -d]pyrimidin-7-one (100 mg, 240 umol) inACN (1 mL), AcOH (0.1 mL), H ₂ O (0.01 mL) was added NCS (128 mg, 960 umol). The mixture was stirred at 25 °C for 16 hrs in the dark. On completion, the mixture was quenched with H ₂ O (5 mL), and extracted with DCM (10 mL X 3). The combined organic layer was washed with brine (10 mL X 3), dried with anhydrous Na ₂ SO ₄ , filtered and the filtrate was concentrated in vacuo. The residue was purified by prep-TLC (SiO ₂ , PE:EA= 1 : l)(Rf = 0.56, PE:EA= 1 :1) to give the title compound (35 mg, 34% yield) as a yellow solid. LC-MS (ESI ⁺ ) m/z 426.8 (M+H) ⁺ .

Synthesis of 2-[4-(Azetidin-3-ylmethylsulfonyl)-2-methyl-anilino]-6-chlor o-8-isopropyl-pyrido[2,3 - d]pyrimidin-7-one (Intermediate KS)

KS

Step 1 - Tert-butyl 3-[[4-[(6-chloro-8-isopropyl-7-oxo-pyrido[2,3-d]pyrimidin-2- yl)amino]-3-methyl- phenyl] sulfonylmethyl] azetidine- 1 -carboxylate

[1422] To a solution of 4-[(6-chloro-8-isopropyl-7-oxo-pyrido[2,3-d]pyrimidin-2-yl)a mino]-3-methyl- benzenesulfonyl chloride (700 mg, 1.64 mmol, Intermediate DG) and tert-butyl 3 -methyleneazetidine- 1- carboxylate (HOmg, 655umol, CAS# 934664-41-2) inACN (1 mL) was added IR(PPY)3 and TTMSS (162 mg, 655 umol). The mixture was stirred at 25 °C for 14 hrs. On completion, the mixture was filtered and concentrated in vacuo to give a residue. The residue was purified by prep-HPLC (column: Phenomenex luna C18 150*25mm* lOum; mobile phase: [water (FA)-ACN]; B%: 53%-83%, 10 min) to give the title compound (350 mg, 46% yield) as a white solid. ^† H NMR (400 MHz, DMSO-d _fi ) δ 9.70 (s, 1H), 8.76 (s, 1H), 8.18 (s, 1H), 7.88 (d, J = 8.4 Hz, 1H), 7.77 (d, J = 2.0 Hz, 1H), 7.70 (dd, J = 2.0, 8.4 Hz, 1H), 5.76 - 5.55 (m, 1H), 3.94 - 3.74 (m, 2H), 3.73 - 3.45 (m, 4H), 2.87 - 2.74 (m, 1H), 2.38 (s, 3H), 1.44 (d, J = 6.8 Hz, 6H), 1.34 (s, 9H). LC-MS (ESI ⁺ ) m/z 562.0 (M+H) ⁺ .

Step 2 - 2-[4-(Azetidin-3-ylmethylsulfonyl)-2-methyl-anilino]-6-chlor o-8-isopropyl-pyrido[2,3 d]pyrimidin-7-one

[1423] To a solution of tert-butyl 3-[[4-[(6-chloro-8-isopropyl-7-oxo-pyrido[2,3-d]pyrimidin-2- yl)amino]- M3-methyl-phenyl]sulfonylmethyl]azetidine- 1 -carboxylate (400 mg, 711 umol) in DCM (2 mL) was added TFA (3.08 g, 27.0 mmol, 2 mL). The mixture was stirred at 25°C for 0.5 hrs. On completion, the mixture was filtered and concentrated in vacuo to give the title compound (328 mg, 99% yield) as yellow oil. LC-MS (ESL) m/z 462.1 (M+H) ⁺ .

Synthesis of 6-Chloro-8-isopropyl-2-[2-methyl-4-[[l-(4-piperidyl)azetidin -3- yl]methylsulfonyl]anilino] pyrido[2,3-d]pyrimidin- 7-one (Intermediate KT)

KT

Step 1 - Tert-butyl 4-[3-[[4-[(6-chloro-8-isopropyl-7-oxo-pyrido[2,3-d]pyrimidin -2-yl)amino]- 3-methyl- phenyl] sulfonylmethyl] azetidin- 1 -yl]piperidine- 1 -carboxylate

[1424] To a solution of tert-butyl 4-oxopiperidine-l -carboxylate (1.41 g, 7.10 mmol, CAS# 79099-07-3) and 2-[4-(azetidin-3-yhnethylsulfonyl)-2-methyl-anilino]-6-chlor o-8-isopropyl-pyrido[2,3-d]pyrimidin-7- one (328 mg, 710 umol, Intermediate KS) in THF (10 mL) was added dropwise KOAc (1.39 g, 14.2 mmol) at 0 °C. After 30 minutes, the NaBH(OAc)3 (1.50 g, 7. 10 mmol) was added dropwise. The resulting mixture was stirred at 0 °C for 2 hrs. On completion, the mixture was concentrated in vacuo to give a residue. Then the residue was purified by prep-HPLC (column: Welch Xtimate C18 150*25mm*5um; mobile phase: [water (FA)-ACN]; B%: 12%-42%, 10 min) to give the title compound (400 mg, 85% yield) as a white solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 9.69 (s, 1H), 8.76 (s, 1H), 8.18 (s, 1H), 7.87 (d, J = 8.0 Hz, 1H), 7.76 (s, 1H), 7.69 (dd, J = 2.0, 8.4 Hz, 1H), 5.70 - 5.57 (m, 1H), 3.65 (d, J = 3.6 Hz, 2H), 3.63 (d, J = 4.4 Hz, 4H), 3.56 (d, J= 7.6 Hz, 2H), 2.59 - 2.55 (m, 1H), 2.38 (s, 3H), 2.27 - 2.18 (m, 1H), 1.68 (d, J= 4.0 Hz, 2H), 1.65 (d, J= 4.0 Hz, 2H), 1.54 - 1.50 (m, 2H), 1.44 (d, J= 6.8 Hz, 6H), 1.37 (s, 9H). LC-MS (ESI ⁺ ) m/z 645.2 (M+H) ⁺ .

Step 2 - 6-Chloro-8-isopropyl-2- [2-methyl-4-[[ 1 -(4-piperidyl)azetidin-3-yl]methylsulfonyl]anilino] pyrido[2,3-d]pyrimidin-7-one

[1425] To a solution of tert-butyl 4-[3-[[4-[(6-chloro-8-isopropyl-7-oxo-pyrido[2,3-d]pyrimidin -2- yl)amino]- 3-methyl-phenyl]sulfonylmethyl]azetidin-l-yl]piperidine-l -carboxylate (120 mg, 185 umol) in DCM (0.5 mL) was added TFA (0.5 mL). The mixture was stirred at 25 °C for 1 hr. On completion, the reaction mixture was filtered and concentrated in vacuo to give the title compound (100 mg, 98% yield, TFA salt) as yellow oil. LC-MS (ESI ⁺ ) m/z 545.2 (M+H) ⁺ .

Synthesis of N-isopropylacetamidine (Intermediate DW)

DW

[1426] To a solution of ethyl ethanimidate hydrochloride ( 10.0 g, 80.9 mmol, CAS# 2208-07-3) in IPA (60 mL) was added TEA (8.19 g, 80.9 mmol) and propan-2-amine (4.78 g, 80.9 mmol, CAS# 4432-77-3). The mixture was stirred at 25 °C for 1 hour. On completion, the reaction mixture was concentrated in vacuo to give the title compound (5.5 g, 67% yield) as a colorless oil.

Synthesis of 3-Chloro-4,4-diethoxy-butan-2-one (Intermediate DX)

DX

[1427] To a stirred solution of diethoxymethoxyethane (16.0 g, 108 mmol, CAS# 122-51-0) in DCM (150 mL) was added diethyloxonio(trifluoro)boranuide (32.6 g, 108 mmol, 47% solution) at -30 °C under N2 atmosphere. The reaction mixture was allowed to stir at 25 °C for 1 hr. Then l-chloropropan-2-one (5.00 g, 54.0 mmol, CAS# 78-95-5) was added rapidly at -78 °C followed by DIPEA (20.9 g, 162 mmol). Then the reaction mixture was allowed to stir at -78 °C for 1 hr. The reaction mass was added saturated NaHCCL (100 mL) and stirred for 15 mins and the layer was separated. The aqueous phase was extracted with DCM (2 x 100 mL). The combined organic layer was washed with H2SO4 : H ₂ O (1 : 10) ratio followed by water (2 x 100 mL). The organic layer was dried over anhydrous Na ₂ SO ₄ and concentrated under reduced pressure to give the title compound (10.0 g, 47% yield) as a red oil.

Synthesis of [4-(3-Isopropyl-2-methyl-imidazol-4-yl)pyrimidin-2-yl] trifluoromethanesulfonate (Intermediate DY)

DY

Step 1 - l-(3-Isopropyl-2-methyl-imidazol-4-yl)ethanone

[1428] A mixture of 3-chloro-4,4-diethoxy-butan-2-one (10.0 g, 51.3 mmol, Intermediate DX), N- isopropylacetamidine (5.15 g, 51.3 mmol, Intermediate DW), K ₂ CO ₃ (21.3 g, 154 mmol) and 18-CROWN- 6 (678 mg, 2.57 mmol) in ACN (100 mL) was degassed and purged with N2 three times. Then the mixture was stirred at 80 °C for 16 hrs under N2 atmosphere. The reaction mixture was partitioned between H ₂ O (100 mL) and EA (2 x 100 mL). The organic phase was separated, washed with brine (100 mL), dried over anhydrous Na2SC>4, filtered and concentrated in vacuo to give a residue. The residue was purified by column chromatography (SiCL, DCM/IPA = 100/1 to 10/1) to give the title compound (5.00 g, 58% yield) as a red oil. ¹ H NMR (400 MHz, CDCl ₃ ) δ 7.72 (s, 1H), 5.43 - 5.22 (m, 1H), 2.54 (s, 3H), 2.46 (s, 3H), 1.52 (s, 3H), 1.50 (s, 3H). LCMS (ESL) m/z 167.1 (M+H) ⁺ .

Step 2 - (E)-3-(Dimethylamino)-l-(3-isopropyl-2-methyl-imidazol-4-yl) prop-2-en-l-one

[1429] To a solution of l-(3-isopropyl-2-methyl-imidazol-4-yl)ethanone (5.00 g, 30.0 mmol) in DMF (30 mL) was added DMF-DMA (3.94 g, 33.0 mmol, CAS# 4637-24-5). The mixture was stirred at 130 °C for 16 hrs. The reaction mixture was concentrated in vacuo to remove solvent. The residue was purified by column chromatography (SiCL, DCM/IPA = 100/1 to 10/1) to give the title compound (3.00 g, 45% yield) as a red solid. ¹ H NMR (400 MHz, CDCl ₃ ) δ 7.66 (d, J= 12.4 Hz, 1H), 7.48 (s, 1H), 5.49 (d, J= 12.4 Hz, 1H), 5.47 - 5.40 (m, 1H), 3.14 - 2.87 (m, 6H), 2,60 (s, 3H), 1.56 (s, 3H), 1.54 (s, 3H). LCMS (ESI ⁺ ) m/z 2222 (M+H) ⁺ .

Step 3 - 4-(3-Isopropyl-2-methyl-imidazol-4-yl)pyrimidin-2-ol

[1430] To a solution of (£)-3-(dimethylamino)-l-(3-isopropyl-2-methyl-imidazol-4-yl )prop-2-en-l-one (2.00 g, 9.04 mmol), Cl hONa (1.95 g, 36.1 mmol) and urea (1.36 g, 22.5 mmol, CAS# 506-89-8) in 1- butanol (20 mL) was stirred at 140 °C for 16 hrs. On completion, the reaction mixture was concentrated in vacuo to remove the solvent. The residue was purified by prep-HPLC (column: Phenomenex C18 250*50mm*10um;mobile phase: [water (ammonia hydroxide v/v)-ACN];B%: 0%-20%,8min) to give the title compound (1.10 g, 55% yield) as a white solid. LCMS (ESI ⁺ ) m z 219.0 (M+H) ⁺ .

Step 4 - [4-(3-Isopropyl-2-methyl-imidazol-4-yl)pyrimidin-2-yl] trifluoromethanesulfonate

[1431] To a solution of 4-(3-isopropyl-2-methyl-imidazol-4-yl)pyrimidin-2-ol (550 mg, 2.52 mmol) in DCM (5 mL) was added TEA (509 mg, 5.04 mmol) and Tf2O (746 mg, 2.65 mmol). The mixture was stirred at 0 °C for 1 hr. On completion, the reaction mixture was partitioned between H ₂ O (50 mL) and DCM (50 mL). The organic phase was separated, washed with brine (50 mL), dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue to give the title compound (780 mg, 88% yield) as a red solid. LCMS (ESH) m/z 350.9 (M+H) ⁺ .

Synthesis of 4-[[4-(3-Isopropyl-2-methyl-imidazol-4-yl)pyrimidin-2-yl]ami no]-3-methyl- benzenesulfonyl chloride (Intermediate DZ)

DZ

Step 1 - N-(4-Benzylsulfanyl-2-methyl-phenyl)-4-(3-isopropyl-2-methyl -imidazol-4-yl) pyrimidine- amine

[1432] A mixture of [4-(3-isopropyl-2-methyl-imidazol-4-yl)pyrimidin-2-yl] trifluoromethanesulfonate (780 mg, 2.23 mmol, Intermediate DY), 4-benzylsulfanyl-2-methyl-aniline (459 mg, 2.00 mmol, Intermediate DE), Pd(OAc) ₂ (49.9 mg, 222 umol), BINAP (138 mg, 222 umol) and CS2CO3 (2.18 g, 6.68 mmol) in toluene (10 mL) was degassed and purged with N2 three times. Then the mixture was stirred at 100 °C for 16 hrs under N2 atmosphere. The reaction mixture was filtered and concentrated in vacuo to give a residue. The residue was purified by prep-HPLC (column: Phenomenex Luna C18 200*40mm*10um;mobile phase: [water(FA)-ACN];B%: 25%-55%,10min) to give the title compound (270 mg, 28% yield) as a yellow solid. LCMS (ESI ⁺ ) m/z 430.4 (M+H) ⁺ .

Step 2 - 4-[[4-(3-Isopropyl-2-methyl-imidazol-4-yl)pyrimidin-2-yl]ami no]-3-methyl-benzenesulfonyl chloride

[1433] To a solution of A-(4-benzylsulfanyl-2-methyl-phenyl)-4-(3-isopropyl-2-methyl -imidazol-4-yl) pyrimidin-2-amine (30.0 mg, 69.8 umol) in a mixture solution of ACN (1 mL), AcOH (0.1 mL) and H ₂ O (0.02 mL) was addedNCS (23.3 mg, 174 umol). The mixture was stirred under dark at 25 °C for 1 hrs. The mixture was diluted with water (15 mL), and extracted with EA (3 X 10 mL). The combined organic layer was washed with brine (30 mL), dried with anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (28.0 mg, 98% yield) as a yellow solid. LCMS (ESI ⁺ ) m/z 405.7 (M+H) ⁺ .

Synthesis of 4-[3-[4-[[4-(3-Isopropyl-2-methyl-imidazol-4-yl)pyrimidin-2- yl]amino]-3-methyl- phenyl] sulfonylpropoxy] cyclohexanecarbaldehyde (Intermediate KU)

KU

Step 1 - N-[4-[3-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy ]propylsulfonyl]-2-methyl- phenyl]- 4-(3-isopropyl-2-methyl-imidazol-4-yl)pyrimidin-2-amine

[1434] An oven-dried 15 mL vial equipped with magnetic stir bar was charged with (4-allyloxycyclohexyl) methoxy-tert-butyl-diphenyl-silane (82.0 mg, 200 umol, Intermediate CU), 4-[[4-(3-isopropyl-2- methyl- imidazol-4-yl)pyrimidin-2-yl]amino]-3-methyl-benzenesulfonyl chloride (203 mg, 501 umol, Intermediate DZ), tris[2-(2-pyridyl)phenyl]iridium (656 ug, 1.00 umol), bis(trimethylsilyl)silyl- trimethyl-silane (99.7 mg, 401 umol) and 4-sulfanylphenol (5.06 mg, 40. 1 umol) in ACN (3 mL). The vial was sealed and placed under nitrogen was added. The reaction was stirred and irradiated with a 10 W blue LED lamp (3 cm away), with cooling water to keep the reaction temperature at 25 °C for 14 hrs. The reaction mixture was filtered and concentrated in vacuo to give a residue. The residue was purified by prep-HPLC (column: Phenomenex luna C18 150*25mm* 10um;mobile phase: [water(FA)-ACN];B%: 51 %-81 %,9min) to give the title compound (40.0 mg, 26% yield) as a white solid. ¹ H NMR (400 MHz, DMSO-de) δ 9.06 (s, 1H), 8.39 (d, J= 5.2 Hz, 1H), 7.79 (d, ./~ 8.4 Hz, 1H), 7.75 (s, 1H), 7.68 (dd, J= 1.6, 8.0 Hz, 1H), 7.58 (dd, ./~ 1.6, 7.2 Hz, 4H), 7.46 - 7.40 (m, 7H), 7.10 (d, J= 5.2 Hz, 1H), 5.53 - 5.44 (m, 1H), 3.44 - 3.41 (m, 4H), 3.25 (d, J = 7.6 Hz, 2H), 2.43 (s, 3H), 2.34 (s, 3H), 1.94 - 1.87 (m, 2H), 1.72 (d, J = 9.6 Hz, 3H), 1.48 - 1.38 (m, 2H), 1.25 (d, J = 7.2 Hz, 6H), 1.10 - 1.02 (m, 3H), 0.98 (s, 9H), 0.93 (d, J= 13.2 Hz, 2H). LCMS (ESH) m/z 780.4 (M+H) ⁺ .

Step 2 - [4-[3-[4-[[4-(3-lsopropyl-2-methyl-imidazol-4-yl)pyrimidin-2 -yl]amino]-3-methyl-phenyl] sulfonylpropoxy]cyclohexyl]methanol

[1435] To a solution of N-[4-[3-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy ]propylsulfonyl]- 2- methyl-phenyl]-4-(3-isopropyl-2-methyl-imidazol-4-yl)pyrimid in-2-amine (30.0 mg, 38.4 umol) in DCM (1 mL) was added HCl/dioxane (4 M, 1 mL). The mixture was stirred at 25 °C for 3 hrs. On completion, the reaction mixture was concentrated in vacuo to give a residue. The residue was purified by prep-HPLC (column: Phenomenex luna C 18 150*25mm* 10um;mobile phase: [water(FA)-ACN];B%: 9%-39%, 9 min) to give the title compound (20.0 mg, 96% yield) as a white solid. LCMS (ESI ⁺ ) m/z 542.2 (M+H) ⁺ .

Step 3 - 4-[3-[4-[[4-(3-lsopropyl-2-methyl-imidazol-4-yl)pyrimidin-2- yl]amino]-3-methyl-phenyl] sulfonylpropoxy]cyclohexanecarbaldehyde

[1436] To a solution of [4-[3-[4-[[4-(3-isopropyl-2-methyl-imidazol-4-yl)pyrimidin-2 -yl]amino]-3- methyl- phenyl]sulfonylpropoxy]cyclohexyl]methanol (24.0 mg, 44,3 umol) in DCM (2 mL) was added DMP (22.5 mg, 53.1 umol). The mixture was stirred at 25 °C for 1 hr. The reaction mixture was quenched with NazSzOj^SHzO (10 mL), and extracted with DCM (3 x 20 mL). The combined organic layer was washed with brine (20 mL), dried over anhydrous sodium sulfate, filtered and the filtrate was concentrated in vacuo to give the title compound (23.0 mg, 96% yield) as a white solid. LCMS (ESI ⁺ ) m/z 540.3 (M+H) ⁺ .

Synthesis of 4-[3-[3-Methyl-4-[[4-(l-methylpyrazol-4-yl)-5-(trifluorometh yl)pyrimidin-2-yl]aniino] phenyl] sulfonylpropoxy] cyclohexanecarbaldehyde (Intermediate KV)

Step 1 - N-[4-[3-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy ]propylsulfonyl]-2-methyl- phenyl]- 4-( 1 -methylpyrazol-4-yl)-5-(trifluoromethyl)pyrimidin-2-amine

[1437] To a solution of (4-allyloxycyclohexyl)methoxy-tert-butyl-diphenyl-silane (150 mg, 367 umol, Intermediate CU) and 3-methyl-4-[[4-(l-methylpyrazol-4-yl)-5-(trifluoromethyl)pyr imidin-2-yl]amino] benzenesulfonyl chloride (396 mg, 917 umol, Intermediate EB) inACN (3 mL) was added 4 -bromopyridine (11.6 mg, 73.4 umol), Ir[dF(CF ₃ )ppy]2(dtbpy)(PFg) (4. 12 mg, 3.67 umol), TTMSS (182 mg, 734 umol, 226 uL) and IR(PPY)3 (1.20 mg, 1.84 umol). The mixture was stirred at 25°C for 14 hrs. On completion, the mixture was filtered and concentrated in vacuo to give a residue. The residue was purified by prep-HPLC (column: Phenomenex Luna C18 200*40mm*10um; mobile phase: [water (TFA) -ACN]; B%: 80%- 100%, 10 min) to give the title compound (120 mg, 41% yield, TFA salt) as a white solid. ^† H NMR (400 MHz, CDCl ₃ ) δ 8.68 (s, 1H), 8.49 (d, J= 8.8 Hz, 1H), 8.16 (s, 1H), 8.04 (s, 1H), 7.82 (cl, ./ - 8.8 Hz, 1H), 7.78 (s, 1H), 7.65 (d, J = 6.4 Hz, 4H), 7.54 (s, 1H), 7.43 - 7.36 (m, 5H), 4.01 (s, 3H), 3.54 (t, J= 6.0 Hz, 2H), 3.45 (d, y = 6.0 Hz, 2H), 3.27 - 3.19 (m, 2H), 3.16 - 3.06 (m, 1H), 2.47 (s, 3H), 2.23 - 2.04 (m, 2H), 2.01 - 1.96 (m, 3H), 1.82 (d, J = 12.4 Hz, 2H), 1.53 - 1.42 (m, 1H), 1.20 - 1.11 (m, 2H), 1.05 (s, 9H), 1.02 - 0.92 (m, 2H). LC-MS (ESI ⁺ ) m/z 806.5 (M+H) ⁺ .

Step 2 - [4-[3-[3-Methyl-4-[[6-(l-methylpyrazol-4-yl)-5-(trifluoromet hyl)-2-pyridyl]amino]phenyl] sulfonylpropoxy]cyclohexyl]methyl 2,2,2-trifluoroacetate

[1438] To a solution of N-[4-[3-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy ]propylsulfonyl]- 2- methyl-phenyl]-4-(l-methylpyrazol-4-yl)-5-(trifluoromethyl)p yrimidin-2-amine (120 mg, 148 umol) in DCM (0.5 mL) was added TEA (770 mg, 6.75 mmol, 0.5 mL). The mixture was stirred at 25 °C for 2 hrs. On completion, the mixture was filtered and concentrated in vacuo to give a residue. The residue was purified by prep-HPLC (column: Welch Xtimate C18 150*25mm*5um; mobile phase: [water (TFA)-ACN]; B%: 52%-72%, 10 min) to give the title compound (70 mg, 61% yield, TFA salt) as a white solid. ¹ H NMR (400 MHz, CDC13) δ 8.66 (s, 1H), 8.38 (d, J= 8.4 Hz, 1H), 8.15 (s, 1H), 8.11 (s, 1H), 8.04 (s, 1H), 7.84 - 7.78 (m, 2H), 4.16 (d, J = 6.4 Hz, 2H), 4.02 (s, 3H), 3.55 (t, J= 6.0 Hz, 2H), 3.26 - 3.20 (m, 2H), 3.19 - 3.11 (m, 1H), 2.47 (s, 3H), 2.07 - 1.97 (m, 4H), 1.86 - 1.78 (m, 2H), 1.78 - 1.67 (m, 1H), 1.27 - 1.15 (m, 2H), 1.10 - 0.99 (m, 2H). LC-MS (ESI ⁺ ) m/z 664.1 (M+H) ⁺ .

Step 3 - [4-[3-[3-Methyl-4-[[4-(l-methylpyrazol-4-yl)-5-(trifhioromet hyl)pyrimidin-2-yl]amino]phenyl] sulfonylpropoxy]cyclohexyl]methanol

[1439] To a solution of [4-[3-[3-methyl-4-[[4-(l-methylpyrazol-4-yl)-5-(trifhioromet hyl)pyrimidin-2-yl] amino]phenyl]sulfonylpropoxy]cyclohexyl]methyl 2,2,2-trifluoroacetate (70.0 mg, 105 umol) in THF (1 mL) was addedNaOH (4.22 mg, 105 umol) and H ₂ O (1.90 mg, 105 umol, 1.90 uL). The mixture was stirred at 25 °C for 10 mins. On completion, the mixture was concentrated in vacuo to give the title compound (59.0 mg, 98% yield) as a yellow solid. LC-MS (ESI ⁺ ) m/z 568.1 (M+H) ⁺ .

Step 4 - 4-[3-[3-Methyl-4-[[4-(l-methylpyrazol-4-yl)-5-(trifluorometh yl)pyrimidin-2-yl]amino] phenyl]sulfonylpropoxy]cyclohexanecarbaldehyde

[1440] To a solution of [4-[3-[3-methyl-4-[[4-(l-methylpyrazol-4-yl)-5-(trifluoromet hyl)pyrimidin-2-yl] amino]phenyl]sulfonylpropoxy]cyclohexyl]methanol (59.0 mg, 103 umol) in DCM (1 mL) was added DMP (66.1 mg, 155 umol). The mixture was then stirred at 25 °C for 2 hrs. On completion, the reaction mixture was quenched with NazSzO? (0.5 mL) at 25 °C, and then diluted with NaHCO ₃ (8 mL) and extracted with DCM (3 X 8 mL). The combined organic layers were washed with brine (2 X 5 mL), dried over anhydrous

Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (50.0 mg, 86% yield) as yellow oil. LC-MS (ESI ⁺ ) m/z 566.2 (M+H) ⁺ .

Synthesis of 3-(4-Bromo-3-niethyl-2-oxo-2,3-dihydro-lH-benzo[d]imidazol-l -yl)piperidine-2, 6-dione (Intermediate DC)

Step 1 - 2-Bromo-N-methyl-6-nitro-aniline

[1441] To a solution of 1 -bromo-2-fluoro-3 -nitro-benzene (40.0 g, 181 mmol, CAS# 58534-94-4) in THF (40 mL) was added McNI h (2 M, 400 mL). The reaction mixture was stirred at 60 °C for 12 hours. On completion, the reaction mixture was poured into sat.NaHCOj (30 mL) and extracted with EA (3 X 200 mL). The combined organic layers were washed with brine (2 X 200 mL), dried with anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (40.0 g, 95% yield) as red oil. LC-MS (ESI ⁺ ) m/z 230.9 (M+H) ⁺ .

Step 2 - 3-Bromo-N2-methyl-benzene-l,2-diamine

[1442] To a mixture of 2-bromo-N-methyl-6-nitro-aniline (23.0 g, 99.5 mmol) in EA (300 mL) and FLO (10 mL) was added AcOH (100 mL). The mixture was warmed to 50 °C. Then Fe (22.2 g, 398 mmol) was added to the reaction mixture and the mixture was heated to 80 °C about 4 hours. On completion, the reaction mixture was filtered and concentrated in vacuo. The residue was diluted with water (100 mL) and extracted with EA (3 X 200 mL). The combined organic layers was dried over Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (20.0 g, 99% yield) as red oil. ^† ll NMR (400MHz, DMSO- d ₆ ) 5 6.73 - 6.70 (m, 1H), 6.68 - 6.60 (m, 2H), 5.02 (s, 2H), 3.67 (s, 1H), 2.58 (s, 3H).

Step 3 - 4-Bromo-3-methyl-lH-benzimidazol-2-one

[1443] To a mixture of 3-bromo-N2-methyl-benzene-l,2-diamine (20.0 g, 99.4 mmol) in ACN (300 mL) was added CDI (32.2 g, 198 mmol). The reaction mixture was stirred at 85 °C for 12 hours under N2 atmosphere. On completion, the reaction mixture was concentrated in vacuo. The reaction mixture was diluted with water (200 mL), where a solid precipitate was formed, which was filtered off. The solid was washed with water (1 L) and dried in vacuo to give the title compound (20.0 g, 88% yield) as white solid. ¹ H NMR (400MHz, DMSO-d ₆ ) δ 11.17 (s, 1H), 7.14 (dd, = 1.2, 8.0 Hz, 1H), 7.00 - 6.95 (m, 1H), 6.93 - 6.87 (m, 1H), 3.55 (s, 3H).

Step 4 - 3-(4-Bromo-3-methyl-2-oxo-benzimidazol-l-yl)-l-[(4-methoxyph enyl)methyl]piperidine- 2,6- dione

[1444] To a solution of 4-bromo-3-methyl-lH-benzimidazol-2-one (12.0 g, 52.8 mmol) in THF (300 mL) was added t-BuOK (7. 12 g, 63.4 mmol). The reaction mixture was stirred at 0 °C for 0.5 hr. Subsequently, [l-[(4-methoxyphenyl)methyl]-2,6-dioxo-3-piperidyl]trifluoro methanesulfonate (20.1 g, 52.8 mmol, Intermediate CY) in a solution of THF (100 mL) was added dropwise. The resulting reaction mixture was stirred at 20 °C for 0.5 hr under N2. On completion, the reaction mixture was quenched with saturated NH4CI (100 mL), and extracted with ethyl acetate (200 mL). The combined organic layers were washed with brine (2 X 100 mL), dried over anhydrous sodium sulfate, filtered, the filtrate was concentrated in vacuo. The crude product was purified by reversed-phase HPLC (0.1% FA condition) to give the title compound (13.3 g, 55% yield) as a yellow solid. ¹ H NMR (400MHz, CDCl ₃ ) δ 7.38 (d, J = 8.8 Hz, 2H),

7.22 (d, J= 8.0 Hz, 1H), 6.84 (d, J= 8.8 Hz, 2H), 6.80 (t, J= 8.0 Hz, 1H), 6.48 - 6.40 (d, J= 8.0 Hz, 1H),

5.22 (dd, ./ - 5.2, 12.8 Hz, 1H), 5.04 - 4.93 (m, 2H), 3.81 (s, 3H), 3.80 (s, 3H), 3.12 - 2.98 (m, 1H), 2.93 - 2.77 (m, 1H), 2.62 (dq, J= 4.4, 13.2 Hz, 1H), 2.20 - 2.17 (m, 1H).

Step 5 - 3-(4-bromo-3-methyl-2-oxo-2,3-dihydro-lH-benzo[d]imidazol-l- yl)piperidine-2, 6-dione

[1445] A mixture of 3-(4-bromo-3-methyl-2-oxo-benzimidazol-l-yl)-l-[(4- methoxyphenyl)methyl]piperidine -2,6-dione (13.3 g, 29.0 mmol) in a mixed solvent of Tol. (80 mL) and methane sulfonic acid (40 mL) was degassed and purged with N2 for 3 times, and then the mixture was stirred at 120 °C for 2 hrs under N2 atmosphere. On completion, the reaction mixture was concentrated in vacuo to remove toluene. The residue was added 200 mL of ice water, and then white solid precipitate formed. The mixture was filtered and the filtered cake was collected and dried over in vacuo to give the title compound (7.30 g, 74% yield) as white solid. ’H NMR (400MHz, DMSO-d ₆ ) δ 11.13 (s, 1H), 7.25 (d, J= 8.0 Hz, 1H), 7.17 (d, J= 8.0 Hz, 1H), 7.05 - 6.93 (m, 1H), 5.41 (dd, J= 5.2, 12.8 Hz, 1H), 3.64 (s, 3H), 2.96 - 2.83 (m, 1H), 2.78 - 2.59 (m, 2H), 2.08 - 2.00 (m, 1H).

Synthesis of l-[l-[l-[(4-methoxyphenyl)methyl]-2,6-dioxo-3-piperidyl]-3-m ethyl-2-oxo- benzimidazol-4-yl]piperidine-4-carbaldehyde (Intermediate KW)

Pd-PEPPSI-IHeptCI 3-Chloropyridine

Cs ₂ CO ₃ , dioxane

FA

Step 1 - 3-[4-[4-(dimethoxymethyl)-l-piperidyl]-3-methyl-2-oxo-benzim idazol-l-yl]-l-[(4- methoxyphenyl)methyl]piperidine-2, 6-dione

A mixture of 4-(dimethoxymethyl)piperidine (100 mg, 628 umol, CAS# 188646-83-5), 3-(4-bromo-3- methyl-2-oxo-benzimidazol-l-yl)-l-[(4-methoxyphenyl)methyl]p iperidine-2, 6-dione (230 mg, 502 umol, synthesized via Steps 1-4 of Intermediate DC), CS2CO3 (818 mg, 2.51 mmol) and Pd-PEPPSI-IHeptCI 3- Chloropyridine (54.0 mg, 62.8 umol) in dioxane (2 mL) was degassed and purged with N2 three times. Then the mixture was stirred at 100 °C for 16 hrs under N2 atmosphere. On completion, the mixture was filtered and concentrated in vacuo to give the title compound (50 mg, 15% yield) as white solid. LC-MS (ESI+) m/z 537.2 (M + H) ⁺ .

Step 2 - l-[l-[l-[(4-Methoxyphenyl)methyl]-2,6-dioxo-3-piperidyl]-3-m ethyl-2-oxo-benzimidazol-4- yl]piperidine-4-carbaldehyde

[1446] A mixture of 3-[4-[4-(dimethoxymethyl)-l-piperidyl]-3-methyl-2-oxo-benzim idazol-l-yl]-l-[(4- methoxyphenyl)methyl]piperidine-2, 6-dione (50 mg, 93.1 umol) in HCOOH (1 mL) was stirred at 70 °C for 1 hr. On completion, the reaction mixture was concentrated under reduced pressure to give the title compound (45 mg, 98.45% yield) as yellow solid. LC-MS (ES1 ⁺ ) m/z 491.2 (M + H) ⁺ .

Synthesis of 6-Chloro-8-isopropyl-2-methylsulfonyl-pyrido[2,3-d]pyrimidin -7-one (Intermediate KP)

Step 1 - 8-Isopropyl-2-methylsulfonyl-pyrido[2,3-d]pyrimidin-7-one

[1447] To a solution of 8-isopropyl-2-methylsulfanyl-pyrido[2,3-d]pyrimidin-7-one (2.20 g, 9.35 mmol, Intermediate DN) in DCM (20.0 mL) was added m-CPBA (7.59 g, 37.0 mmol, 85% solution). The mixture was stirred at 40 °C for 3 hrs. On completion, the reaction mixture was quenched with NajCOs aq. (100 mL) at 25 °C, and then extracted with EA (3 X 100 mL). The combined organic layers were washed with brine (2 X 100 mL), dried over anhydrous NazSOzi, filtered and concentrated in vacuo to give the title compound (2. 10 g, 84% yield) as a yellow solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 9.27 (s, 1H), 8.07 (d, J - 9.6 Hz, 1H), 6.87 (d, ./ - 9.6 Hz, 1H), 5.65 (td, J= 6.8, 13.6 Hz, 1H), 3.46 (s, 3H), 1.56 (d, J= 7.2 Hz, 6H). LC-MS (ESI ⁺ ) m/z 267.9(M+H) ⁺ .

Step 2 - 6-Chloro-8-isopropyl-2-methylsulfonyl-pyrido[2,3-d]pyrimidin -7-one

[1448] To a solution of 8-isopropyl-2-methylsulfonyl-pyrido[2,3-d]pyrimidin-7-one (100 mg, 374 umol) in DMF (1.50 mL) was added NCS (149 mg, 1.12 mmol). The mixture was stirred at 70 °C for 16 hrs. On completion, the mixture was concentrated in vacuo. The mixture was purified by reversed phase (0.1% FA) to give the title compound (74.0 mg, 65% yield) as a yellow solid. ¹ H NMR (400 MHz, DMSO-t/fi) δ 9.27 - 9.25 (m, 1H), 8.68 - 8.37 (m, 1H), 5.90 - 5.58 (m, 1H), 3.48 (d, J = 2.4 Hz, 3H), 1.58 (s, 6H). LC-MS (ESL) m/z 301.8(M+H) ⁺ .

Synthesis of 6-chloro-8-isopropyl-2-[2-methyl-4-(4-piperidylsulfonyl)anil ino]pyrido[2,3- d]pyrimidin-7-one (Intermediate KX)

KX

Step 1 - Tert-butyl 4-[4-[(6-chloro-8-isopropyl-7-oxo-pyrido[2,3-d]pyrimidin-2-y l)amino]-3-methyl- phenyl]sulfonylpiperidine- 1 -carboxylate

[1449] To a solution of tert-butyl 4-(4-amino-3-methyl-phenyl)sulfonylpiperidine-l -carboxylate (250 mg, 705 umol, Intermediate KZ) in DMF (2 mL) was added t-BuOK (395 mg, 3.53 mmol) at 0 °C, then the 6- chloro-8-isopropyl-2-methylsulfonyl-pyrido[2,3-d]pyrimidin-7 -one (170 mg, 564 umol, Intermediate KP) was added. The reaction mixture was stirred at 25 °C for 1 hr. On completion, the residue was diluted with water (10 mL), then the residue was extracted with EA(3 X 20mL). The combined organic layer was dried over Na ₂ SO ₄ , filtered and filtrate was concentrated in vacuo. The residue was purified by column chromatography to give the title compound (300 mg, 73% yield) as yellow solid, ¹ H NMR (400 MHz, DMSO-rie) δ 9.72 (s, 1H), 8.76 (s, 1H), 8.17 (s, 1H), 7.86 - 7.82 (m, 1H), 7.75 - 7.73 (m, 1H), 7.67 (dd, J= 1.6, 8.4 Hz, 1H), 5.63 - 5.53 (m, 1H), 4.04 - 3.98 (m, 2H), 3.49 - 3.40 (m, 1H), 2.88 (s, 3H), 2.73 (s, 3H), 2.36 (s, 3H), 1.89 - 1.84 (m, 2H), 1.36 (s, 15H). LC-MS (ESH) m/z 576.0 (M+H) ⁺ .

Step 2 - 6-Chloro-8-isopropyl-2-[2-methyl-4-(4-piperidylsulfonyl)anil ino]pyrido[2,3-d]pyrimidin-7-one [1450] A solution of tert-butyl 4-[4-[(6-chloro-8-isopropyl-7-oxo-pyrido[2,3-d]pyrimidin-2-y l)amino] -3- methyl-phenyl]sulfonylpiperidine-l -carboxylate (100 mg, 173 umol) in HCl/dioxane (3 mL) was stirred at 25 °C for 0.5 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (88.0 mg, 98% yield, HC1) as yellow oil. LC-MS (ESI ⁺ ) m/z 476.2 (M+H) ⁺ .

Synthesis 6-chloro-8-isopropyl-2-[2-methyl-4-[[l-(4-piperidyl)-4- piperidyl] sulfonyl] anilino]pyrido [2, 3-d] pyrimidin-7-one (Intermediate KY)

Step 1 - Tert-butyl 4-[4-[4-[(6-chloro-8-isopropyl-7-oxo-pyrido[2,3-d]pyrimidin- 2-yl)amino]-3-methyl- phenyl] sulfonyl- 1 -piperidyl]piperidine- 1 -carboxylate

[1451] To a solution of 6-chloro-8-isopropyl-2-[2-methyl-4-(4-piperidylsulfonyl)anil ino]pyrido[2,3- d]pyrimidin-7-one (170 mg, 332 umol, HCI salt, Intermediate KX) in THF (2 mL) was added TEA (67.1 mg, 663 umol). Then tert-butyl 4-oxopiperidine- 1 -carboxylate (330 mg, 1.66 mmol, CAS# 79099-07-3) and HOAc (19.9 mg, 331 umol) were added, and the mixture was stirred at 25 °C for 0.5 hrs. Next, NaBH(OAc)3 (140 mg, 663 umol) was added and the mixture was stirred at 25 °C for 12 hrs. On completion, the mixture was quenched with water (ImL), filtered and the filtrate was concentrated in vacuo to give the residue. The residue was purified by prep-HPLC (column: Phenomenex luna C18 150*25mm* 10um;mobile phase: [water(FA)-ACN];B%: 20%-50%,8min) to give the title compound (120 mg, 55% yield) as white solid. ¹ H NMR (400 MHz, DMSO-<7 ₆ ) δ 9.72 (s, 1H), 8.76 (s, 1H), 8.17 (s, 1H), 7.85 - 7.78 (m, 1H), 7.72 (d, J= 1.6 Hz, 1H), 7.66 (dd, J= 2.0, 8.4 Hz, 1H), 5.65 - 5.51 (m, 1H), 3.95 - 3.88 (m, 2H), 3.63 - 3.59 (m, 2H), 2.92 - 2.87 (m, 2H), 2.35 (s, 3H), 2.12 (br t, J= 10.6 Hz, 2H), 1.87 - 1.81 (m, 2H), 1.69 - 1.57 (m, 4H), 1.38 (s, 6H), 1.37 (s, 9H), 1.29 - 1.14 (m, 4H); LC-MS (ESI ⁺ ) m/z 659.2 (M + H) ⁺ .

Step 2 - 6-Chloro-8-isopropyl-2-[2-methyl-4-[[l-(4-piperidyl)-4-piper idyl]sulfonyl]anilino]pyrido[2,3- d]pyrimidin-7-one

[1452] To a solution of tert-butyl 4-[4-[4-[(6-chloro-8-isopropyl-7-oxo-pyrido[2,3-d]pyrimidin- 2- yl)amino]-3-methyl-phenyl]sulfonyl-l-piperidyl]piperidine-l -carboxylate (60 mg, 91.0 umol) in DCM (1.0 mL) was added TFA (770 mg, 6.75 mmol), then the mixture was stirred at 25 °C for 1 hr. On completion, the mixture was concentrated in vacuo to give the title compound (60 mg, 98% yield, TFA) as yellow oil. LC-MS (ESI+) m/z 559.2 (M + H) ⁺ .

Synthesis of Tert-butyl 4-(4-amino-3-methyl-phenyl) sulfonylpiperidine-l-carboxylate (Intermediate KZ)

Step 1 - Tert-butyl 4-(3-methyl-4-nitro-phenyl)sulfanylpiperidine-l-carboxylate

[1453] To a solution of 4-fluoro-2-methyl- 1 -nitro-benzene (2.14 g, 13.8 mmol, CAS #446-33-3) and tert- butyl 4-sulfanylpiperidine-l -carboxylate (2.50 g, 11.5 mmol, CAS# 134464-79-2) in DMF (30 mL) was added K ₂ CO ₃ (3.18 g, 23.0 mmol), then the mixture was stirred at 25 °C for 8 hrs. On completion, the mixture was diluted with water (30 mL) and extracted with EA (20 mL X 3). The combined organic layer was dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the residue. The residue was purified by column chromatography (SiO ₂ , PE: EA= 15: 1 to 7: 1) to give the title compound (3.60 g, 88% yield) as yellow solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 7.96 (d,J= 8.8 Hz, 1H), 7.44 (d, J= 1.6 Hz, 1H), 7.39 - 7.38 (m, 1H), 3.83 (d, J= 13.6 Hz, 2H), 3.78 - 3.70 (m, 1H), 3.09 - 2.92 (m, 2H), 2.52 (s, 3H), 2.02 - 1.90 (m, 2H), 1.46 - 1.40 (m, 2H), 1.39 (s, 9H).

Step 2 - Tert-butyl 4-(3-methyl-4-nitro-phenyl)sulfonylpiperidine-l -carboxylate

[1454] To a solution of tert-butyl 4-(3-methyl-4-nitro-phenyl)sulfanylpiperidine-l-carboxylate (1.00 g, 2.84 mmol) in DCM ( 10 mL) was added MCPBA (2.45 g, 14.1 mmol) at 0 °C , then the mixture was stirred at 25 °C for 1 hr. On completion, the mixture was quenched with Na2SO3 (10 mL) and Na2CO3 (8 mL) at 0 °C, diluted with water (8 mL) and extracted with DCM (8 mL X 3). The combined organic layer was dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the residue. The residue was purified by column chromatography (SiO ₂ , PE: EA=4: 1 to 1 : 1) to give the title compound (900 mg, 82% yield) as yellow solid. ¹ H NMR (400 MHz, DMSO-t/ ₆ ) δ 8.20 (d, J= 8.4 Hz, 1H), 8.01 (d, J= 1.2 Hz, 1H), 7.90 - 7.89 (m, 1H), 4.01 (d, J= 11.6 Hz, 2H), 3.73 - 3.54 (m, 1H), 2.75 - 2.64 (m, 2H), 2.58 (s, 3H), 1.84 (d, J= 11.6 Hz, 2H), 1.45 - 1.38 (m, 2H), 1.37 (s, 9H). Step 3 - Tert-butyl 4-(4-amino-3-methyl-phenyl) sulfonylpiperidine- 1 -carboxylate

[1455] To a solution of tert-butyl 4-(3-methyl-4-nitro-phenyl)sulfonylpiperidine-l-carboxylate (0.400 g, 1.04 mmol) in EtOH (10 mL) and FEO (2 mL) was added Fe (348 mg, 6.24 mmol) and NH4CI (556 mg, 10.4 mmol). The reaction mixture was stirred at 80 °C for 2 hrs. On completion, the reaction mixture was filtered and filtrate was concentrated in vacuo. The residue was diluted with water (10 mL), then extracted with EA (3 X 20mL). The combined organic layer was dried over Na ₂ SO ₄ , filtered and filtrate was concentrated in vacuo. The residue was purified by column chromatography to give the title compound (300 mg, 81% yield) as yellow solid. LC-MS (ESI ⁺ ) m/z 298.9 (M-56) ⁺ .

Synthesis of 2-[l-[l-(2,6-dioxo-3-piperidyl)-3-methyI-2- oxo-benzimidazol-4-yI]-4- piperidyl] acetaldehyde (Intermediate LA)

Step 1 - 3-[4-[4-[2-[Tert-butyl(dimethyl)silyl]oxyethyl]-l-piperidyl] -3-methyl-2-oxo-benzimidazol-l-yl] piperidine-2, 6-dione

[1456] To a solution of tert-butyl-dimethyl-[2-(4-piperidyl)ethoxy]silane (863 mg, 3.55 mmol, Intermediate LB), 3-(4-bromo-3-methyl-2-oxobenzimidazol-l-yl)piperidine -2, 6-dione (600 mg, 1.77 mmol, Intermediate DC) in toluene (10.0 mL) was added [2-(2-aminophenyl)phenyl]-chloro-palladium; dicyclohexyl-[2-(2,6-diisopropoxyphenyl)phenyl]phosphane (137 mg, 177 umol), RuPhos (82.8 mg, 177 umol) and LiHMDS (1.00 M, 8.87 mL) under N2. The mixture was stirred at 80 °C for 1 hr under N2. On completion, the mixture was concentrated in vacuo. The residue was then diluted with DMF (6.00 mL), filtered and the filtrate was acidified with FA until pl 1=5. The filtrate was concentrated in vacuo. The mixture was purified by reverse phase: (0.1% FA) to give the title compound (460 mg, 51% yield) as yellow solid. ^† H NMR (400MHz, DMSO-<#>) δ 11.08 (s, 1H), 7.02 - 6.78 (m, 3H), 5.40 - 5.30 (m, 1H), 3.67 (t, J= 6.4 Hz, 2H), 3.61 (s, 3H), 3.15 - 3.05 (m, 2H), 2.97 - 2.81 (m, 1H), 2.74 - 2.66 (m, 2H), 2.65 - 2.56 (m, 2H), 2.04 - 1.93 (m, 1H), 1.80 - 1.70 (m, 2H), 1.55 - 1.45 (m, 3H), 1.44 - 1.31 (m, 2H), 0.88 (s, 9H), 0.05 (s, 6H), LC-MS (ESH) m/z 501.2 (M+H) ⁺ .

Step 2 - 3-[4-[4-(2-Hydroxyethyl)- 1 -piperidyl]-3-methyl-2-oxo-benzimidazol- 1 -yl]piperidine-2, 6-dione [1457] To a solution of 3-[4-[4-[2-[tert-butyl(dimethyl)silyl]oxyethyl]-l-piperidyl] -3-methyl-2-oxo- benzimidazol-l-yl]piperidine-2, 6-dione (400 mg, 798 umol) in a mixture solvent of ACN (4.00 mL) and H ₂ O (0.5 mL) was added TFA( 1.54 g, 13.5 mmol). The mixture was stirred at 25 °C for 1 hr. On completion, the mixture was concentrated in vacuo. The mixture was then diluted with H ₂ O (10 mL) and extracted with EA (3 X 10 mL). The organic layer was washed with brine (2 X 10 mL) and dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (280 mg, 90% yield) as yellow solid. ¹ H NMR (400MHz, DMSO-i/fi) δ 11.08 (s, 1H), 7.07 - 6.78 (m, 3H), 5.40 - 5.30 (m, 1H), 4.38 (t, J = 5.2 Hz, 1H), 3.62 (s, 3H), 3.52 - 3.44 (m, 2H), 3.15 - 3.05 (m, 2H), 2.95 - 2.81 (m, 1H), 2.75 - 2.58 (m, 4H), 2.04 - 1.94 (m, 1H), 1.84 - 1.71 (m, 2H), 1.59 - 1.26 (m, 5H), LC-MS (ES1 ⁺ ) m/z 387.1 (M+H) ⁺ .

Step 3 - 2-[l-[l-(2,6-Dioxo-3-piperidyl)-3-methyl-2-oxo-benzimidazol- 4-yl]-4-piperidyl]acetaldehyde [1458] To a solution of 3-[4-[4-(2-hydroxyethyl)-l-piperidyl]-3-methyl-2-oxo-benzimi dazol-l-yl] piperidine-2, 6-dione (100 mg, 258.7 umol) in DCM (3.00 mL) was added DMP (164 mg, 388 umol) and NaHCCh (108 mg, 1.29 mmol). The mixture was stirred at 20 °C for 1 hr. On completion, the mixture was diluted with DCM ( 15 mL), quenched with saturated NJUSZO ; ( 15 mL) and washed with saturated N aHCXL (2 X 15 mL). The organic layer was dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (95 mg, 95% yield) as yellow solid. ¹ H NMR (400MHz, DMSO-dfi) δ 11.08 (s, 1H), 9.75 - 9.65 (m, 1H), 7.02 - 6.78 (m, 3H), 5.38 - 5.28 (m, 1H), 3.61 (s, 3H), 3.15 - 3.05 (m, 2H), 2.94 - 2.80 (m, 1H), 2.77 - 2.64 (m, 3H), 2.64 - 2.58 (m, 1H), 2.46 - 2.40 (m 2H), 2.06 - 1.89 (m, 2H), 1.79 - 1.72 (m, 2H), 1.50 - 1.35 (m, 2H), LC-MS (ESI ⁺ ) m/z 385.1 (M+H) ⁺ .

Synthesis of Tert-butyl-dim ethyl- [2-(4-piperidyl)ethoxy] silane (Intermediate LB)

Step 1 - 2-(4-Piperidyl)ethanol

[1459] To a solution of tert-butyl 4-(2-hydroxyethyl)piperidine- 1 -carboxylate (5.00 g, 21.8 mmol, CAS# 198892-80-7) in DCM (50.0 mL) was added HCl/dioxane (4.00 M, 50.0 mL). The mixture was stirred at 20 °C for 0.5 hr. On completion, the mixture was concentrated in vacuo. The mixture was diluted with MeOH (50 mL) and stirred with basic ion exchange resin for 1 hr. Then the mixture was filtered and the filtrate was concentrated in vacuo to give the title compound (2.8 g, 99% yield) as yellow oil. ¹ H NMR (400MHz, DMSO-£/ ₆ ) δ 4.49 - 4.33 (m, 1H), 3.52 - 3.46 (m, 2H), 3.21 - 3.16 (m, 2H), 2.85 - 2.70 (m, 2H), 1.80 - 1.70 (m, 2H), 1.67 - 1.54 (m, 1H), 1.51 - 1.30 (m, 2H), 1.30 - 1.13 (m, 2H).

Step 2 - Tert-butyl-dimethyl-[2-(4-piperidyl)ethoxy] silane

[1460] To a solution of 2-(4-piperidyl) ethanol (2.80 g, 21 .6 mmol) in DCM (30.0 mL) was added TBSC1 (3.92 g, 26.0 mmol) and imidazole (2.95 g, 43.3 mmol). The mixture was stirred at 20 °C for 16 hrs. On completion, the mixture was diluted with DCM (50 mL) and washed with H ₂ O (3 X 70 mL). The organic layers were washed with brine (3 X 50 mL) dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (3 g, 56% yield) as yellow oil. ¹ H NMR (400MHz, CDCl ₃ ) δ 3.66 (t, J= 6.4 Hz, 2H), 3.30 - 3.20 (m, 2H), 2.79 - 2.62 (m, 2H), 1.83 - 1.73 (m, 2H), 1.70 - 1.55 (m, 1H), 1.52 - 1.45 (m, 2H), 1.43 - 1.29 (m, 2H), 0.92 (s, 9H), 0.10 (s, 6H).

Synthesis of 6-Chloro-8-cyclopentyl-2-[2-methyl-4-(4-piperidylsulfonyl)an ilino]pyrido[2,3- d]pyrimidin-7-one (Intermediate LG)

Step 1 - Tert-butyl 4-[4-[(6-chloro-8-cyclopentyl-7-oxo-pyrido[2,3-d]pyrimidin-2 -yl)amino]-3-methyl - phenyl]sulfonylpiperidine- 1 -carboxylate

[1461] To a solution of tert-butyl 4-(4-amino-3-methyl-phenyl)sulfonylpiperidine-l -carboxylate (200 mg, 564 umol, Intermediate KZ) in DMF (3 mL) was added t-BuOK (316 mg, 2.82 mmol) at 0 °C, then 6- chloro-8-cyclopentyl-2-methylsulfonyl-pyrido[2,3-d]pyrimidin -7-one (184 mg, 564 umol, Intermediate KM) was added and the mixture was stirred at 25 °C for 1 hr. On completion, the mixture was filtered to give a residue. The residue was purified by prep-HPLC (column: Phenomenex luna C18 150*25mm* lOum; mobile phase: [water (FA)-ACN]; B%: 52%-82%, 9min) to give the title compound (95.0 mg, 27% yield) as a yellow solid. LC-MS (ESC) m/z 602.3 (M+H) .

Step 2 - 6-Chloro-8-cyclopentyl-2-[2-methyl-4-(4-piperidylsulfonyl)an ilino]pyrido[2,3-d]pyrimidin -7-one [1462] To a solution of tert-butyl 4-[4-[(6-chloro-8-cyclopentyl-7-oxo-pyrido[2,3-d]pyrimidin-2 - yl)amino]-3-methyl-phenyl]sulfonylpiperidine-l -carboxylate (35.0 mg, 58.1 umol) was added HCl/dioxane (1 mL), then the mixture was stirred at 25 °C for 1 hr. On completion, the mixture was concentrated in vacuo to give the title compound (31.0 mg, 99% yield, HC1) as a white solid. LC-MS (ESI ⁺ ) m/z 502.0 (M+H) ⁺ .

Synthesis of Tert-butyl 4-[4-[[4-chloro-5-(trifluoromethyl)pyrimidin-2-yl]amino]-3-m ethyl-phenyl] sulfonylpiperidine-l-carboxylate (Intermediate LH)

Step 1 - Tert-butyl 4-(4-amino-3-methyl-phenyl)sulfanylpiperidine-l -carboxylate

To a solution of tert-butyl 4-(3-methyl-4-nitro-phenyl)sulfanylpiperidine-l-carboxylate (5.00 g, 14.1 mmol, synthesized via Step 1 of Intermediate KZ) in EtOH (50 mL) and H ₂ O (10 mL) was added Fe (4.75 g, 85.1 mmol) and NH4CI (7.59 g, 141 mmol). Then the mixture was stirred at 80 °C for 2 hrs under N2 atmosphere. On completion, the mixture was filtered and the filtrate was concentrated in vacuo to give the residue. The residue was purified by column chromatography (SiO ₂ , PE:EA=10: l to 3: 1) to give the title compound (4.00 g, 87% yield) as a yellow solid. ^† H NMR (400 MHz, DMSO-de) δ 7.03 (cl, ■/ 1.2 Hz, 1H), 6.99 (dd, J= 2.0, 8.0 Hz, 1H), 6.56 (d, J= 8.0 Hz, 1H), 5.07 (s, 2H), 3.80 (d, J= 13.2 Hz, 2H), 2.96 - 2.88 (m, 1H), 2.81 (s, 2H), 2.02 (s, 3H), 1.79 - 1.72 (m, 2H), 1.36 (s, 9H), 1.29 - 1.20 (m, 2H). Step 2 - Tert-butyl 4-[4-[[4-chloro-5-(trifluoromethyl)pyrimidin-2-yl]amino]-3-m ethyl-phenyl] sulfanylpiperidine- 1 -carboxylate

[1463] To a solution of 2,4-dichloro-5-(trifluoromethyl)pyrimidine (200 mg, 921 umol, CAS# 3932-97-6) in mixture solvent of DCE (4 mL) and t-BuOH (4 mL) was added ZnCL (150 mg, 1.11 mmol) at 0 °C. After 1 hour, a solution of tert-butyl 4-(4-amino-3-methyl-phenyl)sulfanylpiperidine-l -carboxylate (297 mg, 921 umol) and TEA (102 mg, 1.01 mmol) in mixture solvent of DCE (2 mL) and t-BuOH (2 mL) was dropwise into the above solution. The mixture was then stirred at 25 °C for 15 hrs. On completion, the mixture was diluted with H ₂ O (20 mL), and extracted with EA (3 X 30 mL). The organic layer was washed with brine (2 X 30 mL), dried over anhydrous sodium sulfate, filtered and concentrated in vacuo. The residue was purified by column chromatography (SiCL, PE /EA=50/l to 10/1) to give the title compound (330 mg, 71% yield) as a yellow solid. ^† l l NMR (400 MHz, DMSO-c/e) § 10.09 (s, 1H), 8.68 (s, 1H), 7.39 - 7.21 (m, 3H), 3.82 (d, <7= 13.6 Hz, 2H), 3.39 (d, J= 4.0 Hz, 2H), 2.91 (d, J= 14.4 Hz, 2H), 2.50 (s, 1H), 2.19 (s, 3H), 1.91 - 1.84 (m, 2H), 1.38 (s, 9H). LCMS (ESI ⁺ ) m/z 503.1 (M+H) ⁺ .

Step 3 - tert-butyl 4-[4-[[4-chloro-5-(trifluoromethyl)pyrimidin-2-yl]amino]-3-m ethyl-phenyl] sulfonylpiperidine- 1 -carboxylate

[1464] To a solution of tert-butyl 4-[4-[[4-chloro-5-(trifluoromethyl)pyrimidin-2-yl]amino]-3-m ethyl- phenyl] sulfanylpiperidine- 1 -carboxylate (320 mg, 636 umol) in DCM (5 mL) was added m-CPBA (516 mg, 2.54 mmol, 85% solution). The mixture was then stirred at 25 °C for 2 hrs. On completion, the reaction mixture was partitioned between NazSOz (20 mL) and DCM (20 mL). The organic phase was separated, washed with brine (20 mL), dried over anhydrous NazSO^ filtered and concentrated in vacuo to give the title compound (330 mg, 96% yield) as a yellow solid. LCMS (ESI ⁺ ) m/z 557.1 (M+23) ⁺ .

Synthesis of N-[2-methyl-4-(4-piperidylsulfonyl)phenyl]-4-(l-methylpyrazo l-4-yl)-5- (trifluoromethyl) pyrimidin-2-amine (Intermediate LI)

Step 1 - Tert-butyl 4-[3-methyl-4-[[4-(l-methylpyrazol-4-yl)-5-(trifhioromethyl) pyrimidin-2-yl] amino]phenyl]sulfonylpiperidine- 1 -carboxylate

[1465] A mixture of tert-butyl 4-[4-[[4-chloro-5-(trifluoromethyl)pyrimidin-2-yl]amino]-3-m ethyl- phenyl] sulfonylpiperidine- 1 -carboxylate (300 mg, 560.77 umol, Intermediate LH), (l-methylpyrazol-4- yl)boronic acid (84.7 mg, 672 umol, CAS# 847818-55-7), cyclopentyl(diphenyl)phosphane;dichloropalladium;iron (41.0 mg, 56.0 umol), and KO Ac (165 mg, 1.68 mmol) in a mixture solution of dioxane (4 mL) and I LO (1 mL) was degassed and purged with N2 three times, and then the mixture was stirred at 90 °C for 16 hrs under N2 atmosphere. The reaction mixture was concentrated in vacuo to give a residue. The residue was purified by prep-HPLC (column: Phenomenex luna C18 150*25mm* 10um;mobile phase: [water(FA)-ACN];B%: 46%-76%,10 min) to give the title compound (100 mg, 30% yield) as a yellow solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 9.70 (s, 1H), 8.74 (s, 1H), 8.23 (s, 1H), 7.97 (d, J= 8.4 Hz, 1H), 7.93 (s, 1H), 7.76 - 7.66 (m, 2H), 4.07 - 3.97 (m, 2H), 3.93 (s, 3H), 3.49 - 3.42 (m, 1H), 2.83 - 2.68 (m, 2H), 2.39 (s, 3H), 1.85 (d, J= 11.2 Hz, 2H), 1.37 (s, 11H). LCMS (ESI ⁺ ) m/z 581.1 (M+H) ⁺ .

Step 2 - N-[2-methyl-4-(4-piperidylsulfonyl)phenyl]-4-(l-methylpyrazo l-4-yl)-5-(trifluoromethyl) pyrimidin-2-amine

[1466] To a solution of tert-butyl 4-[3-methyl-4-[[4-(l -methylpyrazol-4-yl)-5-(trifluoromethyl) pyrimidin- 2-yl]amino]phenyl]sulfonylpiperidine-l -carboxylate (80.0 mg, 137 umol) in DCM (0.5 mL) was added HCI/dioxane (4 M, 0.5 mL). The mixture was stirred at 25 °C for 0.5 hour. On completion, the reaction mixture was concentrated in vacuo to give the title compound (70.0 mg, 98% yield, HC1) as a white solid. LCMS (ESI ⁺ ) m/z 481.0 (M+H) ⁺ . Synthesis of 4-[3-[4-[(6-Chloro-8-cyclopentyl-7-oxo-pyrido[2,3-d]pyrimidi n-2-yl)amino]-3-methyl- phenyl] sulfonylbutoxy] cyclohexanecarbaldehyde (Intermediate L J)

Step 1 - Tert-butyl N-[4-[3-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy ]propylsulfonyl]-2 - methyl-phenyl]-N-(6-chloro-8-cyclopentyl-7-oxo-pyrido[2,3-d] pyrimidiii-2-yl)carbamate

[1467] To a solution of 2-[4-[3-[4-[[tert- butyl(diphenyl)silyl]oxymethyl]cyclohexoxy]propylsulfonyl]-2 - methyl-anilino]-6-chloro-8-cyclopentyl- pyrido[2,3-d]pyrimidin-7-one (18.0 mg, 21.7 umol, synthesized via Step 1 of Intermediate CX) in THF (1 mL) was added pyridine (3.44 mg, 43.5 umol, 3.51 uL), BOC2O (7.12 mg, 32.6 umol, 7.50 uL) and DMAP (531 ug, 4.35 umol). The mixture was stirred at 60 °C for 2 hrs. On completion, the mixture was diluted with citric acid monohydrate (2 mL) and extracted with DCM (3 X 3 mL). The combined organic layers were washed with brine (2 X 3 mL), dried over anhydrous MgSO4, filtered and concentrated in vacuo to give a residue. The residue was purified by prep-TLC (SiCL, PE: EA = 1 :1, Rf = 0.6) to give the title compound (20 mg, 94% yield) as yellow solid. ¹ H NMR (400 MHz, DMSO-A) δ 8.92 (s, 1H), 8.31 (s, 1H), 7.90 (d, J= 2.0 Hz, 1H), 7.80 - 7.73 (m, 1H), 7.60 - 7.56 (m, 4H), 7.47 - 7.40 (m, 7H), 5.63 - 5.53 (m, 1H), 5.27 - 5.04 (m, 2H), 3.44 - 3.40 (m, 4H), 3.10 - 3.01 (m, 1H), 2.20 (s, 3H), 2.08 - 2.02 (m, 2H), 1.95 - 1.88 (m, 2H), 1.76 - 1.65 (m, 7H), 1.48 - 1.45 (m, 2H), 1.42 (s, 9H), 1.23 (s, 2H), 1.08 - 1.00 (m, 2H), 0.98 (s, 9H), 0.97 - 0.88 (m, 2H). LC-MS (ESI ⁺ ) m/z 927.4 (M+H) ⁺ .

Step 2 - Tert-butyl N-[4-[3-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy ]-l-methyl-propyl] sulfonyl-2-methyl-phenyl]-N-(6-chloro-8-cyclopentyl-7-oxo-py rido[2,3-d]pyrimidin-2-yl)carbamate

[1468] A mixture of tert-butyl N-[4-[3-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy ] propylsulfonyl]-2-methyl-phenyl]-N-(6-chloro-8-cyclopentyl-7 -oxo-pyrido[2,3-d]pyrimidin-2- yl)carbamate (20.0 mg, 21.5 umol) in THF (1 mL) was degassed and purged with Nj three times at 25 °C. Then LDA (2 M, 53.9 uL) was added dropwise at 25 °C. After 10 minutes, Mel (30.6 mg, 215 umol, 13.5 uL) was added dropwise at 25 °C. The mixture was stirred at 25 °C for 14 hrs. On completion, the reaction mixture was quenched with H ₂ O (0. 1 mL) at 0 °C, and then diluted with H ₂ O (2 mL) and extracted with EA (3 X 3 mL). The combined organic layers were washed with brine (2 X 3 mL), dried over anhydrous

Na ₂ SO ₄ filtered and concentrated in vacuo to give the title compound (5 mg, 25% yield) as a yellow solid. LC-MS (ESI ⁺ ) m/z 941.2 (M+H) ⁺ .

Step 3 - 6-Chloro-8-cyclopentyl-2-[4-[3-[4-(hydroxymethyl)cyclohexoxy ]-l-methyl-propyl]sulfonyl-2 - methyl-anilino]pyrido [2,3 -d]pyrimidin-7-one

[1469] A solution of tert-butyl N-[4-[3-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy ]-l-methyl- propyl]sulfonyl-2-methyl-phenyl]-N-(6-chloro-8-cyclopentyl-7 -oxo-pyrido[2,3-d]pyrimidin-2- yl)carbamate (270 mg, 192 umol) in HCl/dioxane (1 mL) was stirred at 25 °C for 14 hrs. On completion, the mixture was filtered and concentrated in vacuo to give a residue. The residue was purified by prep-TLC (SiO ₂ , PE: EA = 1 :1, Rf = 0.5) to give the title compound (44 mg, 35% yield) as a yellow solid. ¹ H NMR (400 MHz, DMSO-t^) δ 9.72 (s, 1H), 8.77 (s, 1H), 8.19 (s, 1H), 7.82 (d, J= 8.4 Hz, 1H), 7.74 (s, 1H), 7.71 - 7.64 (m, 1H), 5.82 - 5.66 (m, 1H), 4.43 - 4.27 (m, 1H), 3.44 (dd, J= 3.2, 8.8 Hz, 1H), 3.16 (t, J= 5.6 Hz, 2H), 3.11 - 3.03 (m, 1H), 2.37 (s, 3H), 2.10 (d, J = 9.6 Hz, 2H), 1.94 - 1.87 (m, 2H), 1.73 - 1.67 (m, 6H), 1.50 - 1.43 (m, 3H), 1.25 (d, J= 12.0 Hz, 4H), 1.19 (d, J= 6.8 Hz, 3H), 1.08 - 1.00 (m, 2H), 0.89 - 0.82 (m, 2H). LC-MS (ESI ⁺ ) m/z 603.1 (M+H) ⁺ .

Step 4 - 4-[3-[4-[(6-Chloro-8-cyclopentyl-7-oxo-pyrido[2,3-d]pyrimidi n-2-yl)amino]-3-methyl- phenyl]sulfonylbutoxy]cyclohexanecarbaldehyde

[1470] To a solution of 6-chloro-8-cyclopentyl-2-[4-[3-[4-(hydroxymethyl)cyclohexoxy ]-l-methyl- propyl] sulfonyl-2-methyl-anilino]pyrido[2,3-d]pyrimidin-7-one (44.0 mg, 72.9 umol) in DCM (1 mL) and DMF (0.2 mL) was added DMP (46.4 mg, 109 umol, 34.0 uL). The mixture was stirred at 25 °C for 1.5 hours. On completion, the reaction mixture was quenched with Na2S20a (0.5 mL) at 25 °C, and then diluted with NaHCOa (5 mL) and extracted with DCM (3 X 3 mL). The combined organic layers were washed with brine (2 X 2 mL), dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (43 mg, 98% yield) as yellow oil. LC-MS (ESI ⁺ ) m/z 601.3 (M+H) ⁺ .

[1471] Intermediates G, H, M, DQ, EG, HB, KM, and HN, below, were prepared according to PCT/US2022/028076, the entirety of which is herein incorporated by reference.

[l-[(4-Methoxyphenyl) methyl]-2,6-dioxo-3-piperidyl] trifluoromethanesulfonate (Intermediate G)

3-(4-bromo-3-methyl-2-oxo-2,3-dihydro-lH-benzo[d]imidazol -l-yl)piperidine-2, 6-dione

(Intermediate H)

4-(Benzylthio)-2-methylaniline (Intermediate M)

3-[5-[l-[[4-(2-Aminoethoxy)cyclohexyl]methyl]-4-piperidyl ]-3-methyl-2-oxo-benzimidazol- yl]piperidine-2, 6-dione (Intermediate DQ)

3-[3-Methyl-4-[4-(methylamino)-l-piperidyl]-2-oxo-benzimi dazol-l-yl]piperidine-2, 6-dione

(Intermediate EG)

7 ^† -Cyclopentyl-2 ^† -methylsulfonyl-spiro[cyclopropane-l,5 ^† -pyrrolo[2,3-d]pyrimidine]-6 ^† -one

(Intermediate HB)

6-Chloro-8-cyclopentyl-2-methylsulfonyl-pyrido[2,3-d]pyri midin-7-one (Intermediate KM)

KM

8-Cyclopentyl-2-methylsulfanyl-pyrido [2,3-d]pyrimidin-7-one (Intermediate HN)

HN

Synthesis of N-(4-((7-Azaspiro[3.5]nonan-2-yl)sulfonyl)-2-methylphenyl)-4 -((tetrahydrofuran-3- yl)oxy) -5-(trifluoromethyl)pyrimidin-2-amine (Intermediate

Step 1 - Tert-butyl 2-((3-methyl-4-((4-((tetrahydrofuran-3-yl)oxy)-5-(trifluorom ethyl)pyrimidin-2- yl)amino)phenyl)sulfonyl)-7-azaspiro[3.5]nonane-7-carboxylat e

[1472] A mixture of tert-butyl 2-[4-[[4-chloro-5-(trifluoromethyl)pyrimidin-2-yl]amino]-3-m ethyl- phenyl]-sulfonyl-7-azaspiro[3.5]nonane-7-carboxylate (234 mg, 406 pmol, Intermediate NK) in DMF was added NaH (32.5 mg, 813 pmol, 60% dispersion in mineral oil) at 0 °C. The reaction mixture was stirred at 0 °C for 0.5 hr and then tetrahydro fiiran-3-ol (53.7 mg, 610 pmol, CAS# 453-20-3) was added. The reaction mixture was stirred at 100 °C for 1 hr. On completion, the mixture was quenched with water (1 mL) and the filtrate was diluted with water (5 mL), then extracted with EA (10 mL X 3). The combined organic layers were concentrated in vacuo to give the residue. The residue was purified by reverse-phase (0.1% FA condition) to give the title compound (150 mg, 58% yield) as a yellow solid. LC-MS (ESI ⁺ ) m/z 6X]2 (M+H) ⁺ .

Step 2 - N-(4-((7-Azaspiro[3.5]nonan-2-yl)sulfonyl)-2-methylphenyl)-4 -((tetrahydrofuran-3-yl)oxy) -5- (trifluoromethyl)pyrimidin-2-amine [1473] A solution of tert-butyl 2-[3-methyl-4-[[4-tetrahydrofuran-3-yloxy-5-(trifluoromethyl )pyrimidin-2 -yl]amino]phenyl]sulfonyl-7-azaspiro[3.5]nonane-7-carboxylat e (150 mg, 239 pmol) in HCl/dioxane (4M, 5 mL) was stirred at 25 °C for 0.5 hr. On completion, the mixture was concentrated in vacuo to give the title compound (121 mg, 96% yield, HC1) as a yellow oil. LC-MS (ESI ⁺ ) m/z 527.2 (M+H) ⁺ .

Synthesis of l-(4-fhioro-l-(l-(4-niethoxybenzyl)-2,6-dioxopiperidin-3-yl) -3-niethyl-2-oxo-2,3- dihydro-lH-benzo[d]imidazol-5-yl)piperidine-4-carbaldehyde (Intermediate MU)

Step 1 - 3-Bromo-2-fluoro-N-methyl-6-nitroaniline

[1474] To a solution of methanamine hydrochloride (7.09 g, 105 mmol) in THF (150 mL) was added TEA (12.7 g, 126 mmol, 17.5 mL) at 0 °C, and the mixture was stirred for 10 minutes. Then l-bromo-2,3- difluoro-4-nitro-benzene (5 g, 20 mmol, CAS# 1003708-24-4) was added into reaction liquid. The reaction was stirred for 4 hrs at 25 °C. On completion, the reaction mixture was quenched with FEO (50 mL) under stirring. The residue was diluted with water (500 mL) and extracted with EA (50 mL X 3). The combined organic layer was dried over Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (5 g, 95% yield) as yellow solid. LC-MS (ESI ⁺ ) m/z 249.1 (M+H) ⁺ .

Step 2 - 5-Bromo-6-fluoro-Nl -methylbenzene- 1,2-diamine

[1475] To a 3-bromo-2-fluoro-N-methyl-6-nitro-aniline (200 mg, 803 umol) in THF (10 mL) was added Pt/V/C (41.93 mg, 160 umol) under N2 atmosphere. The suspension was degassed and purged with H2 for three times. The mixture was stirred under H2 (15 Psi) at 25 °C for 0.5 hr. On completion, the reaction mixture was filtered and concentrated in vacuo to give the title compound (170 mg, 97% yield) as a black brown oil. LC-MS (ESP) m/z 218.8 (M + H) ⁺ .

Step 3 - 6-Bromo-7-fluoro-l-methyl-l,3-dihydro-2H-benzo[d]imidazol-2- one

[1476] To a solution of 4-bromo-3-fluoro-N2-methyl-benzene-l,2-diamine (170 mg, 776umol) in MeCN (10 mL) was added CDI (188 mg, 1.16 mmol) at 25 °C , then the reaction mixture was stirred at 85 °C for 12 hrs. On completion, the reaction mixture was concentrated in vacuo then poured into ice water (3 mL) to give the title compound (160 mg, 39% yield) as brown solid. LC-MS (ESI ⁺ ) m/z 249. 1 (M+H) ⁺ .

Step 4 - 3-(5-Bromo-4-fluoro-3-methyl-2-oxo-2,3-dihydro-lH-benzo[d]im idazol-l-yl)-l-(4- methoxybenzyl)piperidine-2, 6-dione

[1477] To a solution of 5-bromo-4-fluoro-3-methyl-lH-benzimidazol-2-one (160 mg, 652 umol) in THE (15 mL) was added t-BuOK (109 mg, 979 umol). The mixture was stirred at -10 °C for 30 mins. Then a solution of [l-[(4-methoxyphenyl)methyl]-2,6-dioxo-3-piperidyl] trifluoromethanesulfonate (298 mg, 783 umol, Intermediate CY) in THF (15 mL) was added dropwise to the mixture, and the reaction mixture was stirred at -10 °C for 30 mins. On completion, the reaction mixture was quenched with H ₂ O (0.2 mL) under stirring, then the reaction mixture was diluted with H ₂ O (10 mL) and extracted with DCM (10 X 3 mL). The combined organic layer was washed with brine (2 X 10 mL), dried over Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (200 mg, 64% yield) as a yellow solid. ¹ H NMR (400 MHz, DMSO-fik) δ 7.30 (dd, J= 6.4, 8.4 Hz, 1H), 7.21 (d, J= 8.4 Hz, 2H), 6.93 (br d, J= 8.1 Hz, 1H), 6.86 (d, </ = 8.8 Hz, 2H), 5.57 (dd, J= 5.6, 13,2 Hz, 1H), 4.87 - 4.70 (m, 2H), 3.73 (s, 3H), 3.50 (d, J= 1.8 Hz, 3H), 3.08 - 3.01 (m, 1H), 2.85 (br d, J = 2.4 Hz, 1H), 2.81 - 2.65 (m, 2H); LC-MS (ESP) m/z 476.1 (M + H) ⁺ .

Step 5 - 3-(5-(4-(l,3-Dioxolan-2-yl)piperidin-l-yl)-4-fluoro-3-methyl -2-oxo-2,3-dihydro-lH- benzo[d]imidazol- 1 -yl)- 1 -(4-methoxybenzyl)piperidine-2, 6-dione

[1478] A mixture of 3-(5-bromo-4-fluoro-3-methyl-2-oxo-benzimidazol-l-yl)-l-[(4- methoxyphenyl)methyl] piperidine-2, 6-dione (150 mg, 314 umol ), 4-(l,3-dioxolan-2-yl) piperidine (49.5 mg, 314umol ), l,3-bis[2,6-bis(l-propylbutyl)phenyl]-4,5-dichloro-2H-imidaz ol-Lium-2-ide;3- chloropyridine dichloropalladium (30.6 mg, 31.4 umol), and dicesium carbonate (205 mg, 629 umol) in dioxane (4 mL) was stirred at 100 °C for 16 hrs under N2. On completion, the reaction mixture was filtered and concentrated in vacuo to give a residue. The residue was purified by flash silica gel chromatography (SiO ₂ , DCM/Ethyl acetate = 1/1) to give the title compound (150 mg, 86% yield) as light yellow solid, ^† ll NMR (400 MHz, CDCl ₃ ) δ 7.29 (d, J= 8.4 Hz, 2H), 6.75 (d, J= 8.4 Hz, 2H), 6.48 (br dd, .7 - 2.0, 4.4 Hz, 1H), 6.09 (br d, J = 8.4 Hz, 1H), 5.11 - 5.04 (m, 1H), 4.88 (s, 2H), 4.64 (br d, J= 0.8 Hz, 1H), 3.92 - 3.87 (m, 2H), 3.85 - 3.81 (m, 2H), 3.72 (s, 1H), 3.73 - 3.71 (m, 1H), 3.51 (br s, 3H), 2.09 (tdd, J= 2.8, 5.2, 12.9 Hz, 1H), 1.98 (s, 1H), 1.79 (br s, 2H), 1.59 (br s, 1H); LC-MS (ESH) m/z 553.1 (M + H) ⁺ .

Step 6 - l-(4-fhjoro-l-(l-(4-methoxybenzyl)-2,6-dioxopiperidin-3-yl)- 3-methyl-2-oxo-2,3-dihydro-lH- benzo[d]imidazol-5-yl)piperidine-4-carbaldehyde

[1479] A solution of 3-[5-[4-(l,3-dioxolan-2-yl)-l-piperidyl]-4-fluoro-3-methyl-2 -oxo-benzimidazol-l- yl]-l-[(4-methoxyphenyl)methyl]piperidine-2, 6-dione (145 mg, 262 umol) inHCOOH (1.5 mL) was stirred at 70 °C for 1 hr. On completion, the mixture was concentrated in vacuo give the title compound (100 mg, 75% yield) as light yellow solid. LC-MS (ESI ⁺ ) m/z 509.4 (M + H) ⁺ .

Synthesis of l-[l-(2,6-Dioxo-3-piperidyl)-3-methyl-2-oxo-benziniidazol-4- yl]piperidine-4- carbaldehyde (Intermediate MV)

Step 1 - 3-[4-[4-(Hydroxymethyl)-l-piperidyl]-3-methyl-2-oxo-benzimid azol-l-yl]-l-[(4- methoxyphenyl)methyl]piperidine-2, 6-dione

[1480] A mixture of 3-(4-bromo-3-methyl-2-oxo-benzimidazol-l-yl)-l-[(4- methoxyphenyl)methyl]piperidine-2, 6-dione (2 g, 4 mmol, synthesized via Steps 1-4 of Intermediate DC), 4-piperidylmethanol (752 mg, 6.56 mmol, CAS# 6457-49-4), RuPhos Pd Gj (728 mg, 872 umol), 4A molecular sieves (20 mg), RuPhos (404 mg, 872 umol) and LiHMDS (1 M, 20 mL) in toluene (20 mL) was stirred at 100 °C for 6 hrs. On completion, the reaction mixture was filtered and concentrated in vacuo to give a residue. The residue was purified by reverse phase (0.1% PA condition) and re-purified by prep- HPLC (column: Phenomenex luna C18 150*25 mm* 10 um; mobile phase: [water (PA)-ACN]) to give the title compound (150 mg, 7% yield) as abrown solid. ’H NMR (400 MHz, DMSO-c/e) δ 7.24 - 7.16 (m, 3H), 7.02 - 6.97 (m, 1H), 6.96 - 6.88 (m, 1H), 6.85 (d, J= 8.4 Hz, 2H), 5.57 - 5.46 (m, 1H), 4.86 - 4.72 (m, 2H), 4.49 (t, J= 5.2 Hz, 1H), 3.72 (s, 4H), 3.62 (s, 2H), 3.34 (s, 3H), 3.16 - 2.97 (m, 3H), 2.90 - 2.56 (m, 4H), 2.12 - 1.95 (m, 1H), 1.77 (d, J= 10.4 Hz, 2H), 1.56 - 1.25 (m, 2H). LC-MS (ESH) m/z 493.3(M+H) ⁺ .

Step 2 - 3-[4-[4-(Hydroxymethyl)-l-piperidyl]-3-methyl-2-oxo-benzimid azol-l-yl]piperidine-2,6- dione [1481] A solution of 3-[4-[4-(hydroxymethyl)-l-piperidyl]-3-methyl-2-oxo-benzimid azol-l-yl]-l- [(4- methoxyphenyl)methyl]piperidine-2, 6-dione (90 mg, 180 nmol) in TfOH (0.5 mL) was stirred at 60 °C for 0.5 hr. On completion, the reaction mixture was concentrated in vacuo to give a residue. The residue was purified by prep-HPLC (column: Phenomenex luna C18 150*25 mm * 10 um; mobile phase: [water (FA)- ACN]) to give the title compound (40 mg, 59% yield) as a white solid. LC-MS (ESI ⁺ ) m/z 373.3(M+H) ⁺ .

Step 3 - l-[l-(2,6-Dioxo-3-piperidyl)-3-methyl-2-oxo-benzimidazol-4-y l]piperidine-4-carbaldehyde [1482] To a solution of 3-[4-[4-(hydroxymethyl)-l-piperidyl]-3-methyl-2-oxo-benzimid azol-l- yl]piperidine- 2,6-dione (30 mg, 80 umol) in DMSO (0.5 mL) was added IBX (67.6 mg, 241 umol), then the mixture was stirred at 60 °C for 1 hr. On completion, the reaction mixture was quenched by saturated NajSzO? (5 mL) and saturated NaHCO? (5 mL) at 25°C, and then stirred for 30 minutes. Then the organic layer was separated and concentrated in vacuo to give the crude product. The mixture was diluted with water (5 mL) and extracted with EA (10 mL X 3). The combined organic layer was dried over Na ₂ SO ₄ , filtered and concentrated in vacuo to give title compound (26 mg, 87% yield) as a yellow solid. LC-MS (ESI ⁺ ) m/z 371.1(M+H) ⁺ .

Synthesis of Tert-butyl 2-((4-((4-((ls,4s)-4-hydroxy-4-methylcyclohexyl)-5- (trifluoromethyl)pyrimidin-2-yl)amino)-3-methylphenyl)thio)- 7-azaspiro[3.5]nonane-7-carboxylate (Intermediate MW) and tert-butyl 2-((4-((4-((lr,4r)-4-hydroxy-4-methylcyclohexyl)-5- (trifluoromethyl)pyrimidin-2-yl)amino)-3-methylphenyl)thio)- 7-azaspiro[3.5]nonane-7-carboxylate (Intermediate MX)

Step 1 - Tert-butyl 2-[4-[[4-chloro-5-(trifluoromethyl)pyrimidin-2-yl]amino]-3-m ethyl-phenyl] sulfanyl-7- azaspiro [3.5 ]nonane- 7 -carboxylate

[1483] To a solution of 2, 4-dichloro-5-(trifluoromethyl)pyrimidine (1.20 g, 5.52 mmol) int-BuOH (10 mL) and DCE (10 mL) was added dropwise ZnCL (1 M, 6.62 mL) at 0°C for 30 mins. Then tert-butyl 2- (4-amino-3-methyl-phenyl)sulfanyl-7-azaspiro[3.5]nonane-7-ca rboxylate (2.00 g, 5.52 mmol, synthesized via Step 1 of Intermediate PF) in t-BuOH (10 mL), DCE (10 mL), and TEA (614 mg, 6.07 mmol, 844 uL) was added dropwise at 0 °C. The resulting mixture was stirred at 25 °C for 14 hrs. On completion, the mixture was diluted with H ₂ O (30 mL), and extracted with EA (2 X 10 mL). The organic layers were washed with brine (2 X 10 mL), dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate- 100/1 to 20/1) to give the title compound (2.60 g, 37% yield) as a white solid. ¹ H NMR (400 MHz, DMSO-t/fi) δ 10.05 (s, 1H), 8.66 (s, 1H), 7.26 (d, J = 8.4 Hz, 1H), 7.13 (d, J= 1.6 Hz, 1H), 7.08 - 7.04 (m, 1H), 4.00 - 3.91 (m, 1H), 3.25 (d, J= 5.2 Hz, 2H), 3.17 (d, J = 5.6 Hz, 2H), 2.42 - 2.36 (m, 2H), 2.16 (s, 3H), 1.79 - 1.72 (m, 2H), 1.58 - 1.52 (m, 2H), 1.49 - 1.44 (m, 2H), 1.39 - 1.36 (m, 9H). LC-MS (ESH) m/z 565.3 (M + Na)".

Step 2 - Tert-butyl 2-[4-[[4-(l,4-dioxaspiro[4.5]decan-8-yl)-5-(trifluoromethyl) pyrimidin-2-yl]amino]-3- methyl-phenyl]sulfanyl-7-azaspiro[3.5]nonane-7-carboxylate

[1484] To a solution of tert-butyl 2-[4-[[4-chloro-5-(trifluoromethyl)pyrimidin-2-yl]amino]- 3-methyl- phenyl]sulfanyl-7-azaspiro[3.5]nonane-7-carboxylate (1.20 g, 2.21 mmol) and 8-bromo-l,4- dioxaspiro[4.5]decane (635 mg, 2.87 mmol, CAS# 68278-51-3) in DCE (15 mL) was added Ir[dF(CF ₃ )ppy]2(dtbpy)(PF6) (24.7 mg, 22.1 umol), TTMSS (549 mg, 2.21 mmol, 681 uE), Na2CO3 (468. mg, 4.42 mmol) and NiCE.dtbbpy (13.1 mg, 33.1 umol). The mixture was stirred at 25°C for 14 hrs. On completion, the mixture was filtered and concentrated in vacuo to give the residue. The residue was purified by prep-HPEC (column: Phenomenex luna C18 250*50mm*15um; mobile phase: [water (FA)-ACN]; B%: 60%-95%, 36 min) to give the title compound (900 mg, 63% yield) as a white solid. ¹ H NMR (400 MHz, DMSO-c#>) δ 9.45 (s, 1H), 8.51 (s, 1H), 7.31 (d, J= 8.4 Hz, 1H), 7.11 (d, J = 2.0 Hz, 1H), 7.07 - 7.01 (m, 1H), 3.93 (t, J= 8.0 Hz, 1H), 3.86 (s, 4H), 3.27 - 3.23 (m, 2H), 3.20 - 3.14 (m, 2H), 2.79 (t, J = 11.2 Hz, 1H), 2.40 - 2.33 (m, 2H), 2.17 (s, 3H), 1.98 - 1.85 (m, 2H), 1.79 - 1.72 (m, 4H), 1.68 (d, J= 12.0 Hz, 2H), 1.59 - 1.51 (m, 4H), 1.47 - 1.42 (m, 2H), 1.37 (s, 9H). LC-MS (ESE) m/z 649.3 (M+H) ⁺ .

Step 3 - 4-[2-[4-(7-Azaspiro[3.5]nonan-2-ylsulfanyl)-2-methyl-anilino ]-5-(trifluoromethyl)pyrimidin- 4- yl]cyclohexanone

[1485] To a solution of tert-butyl 2-[4-[[4-(l,4-dioxaspiro[4.5]decan-8-yl)-5-(trifhioromethyl) pyrimidin- 2-yl]amino]-3-methyl-phenyl]sulfanyl-7-azaspiro[3.5]nonane-7 -carboxylate (900 mg, 1.39 mmol) in HCOOH (2 mL). The mixture was stirred at 70 °C for 1 hr. On completion, the mixture was concentrated in vacuo to give the title compound (700 mg, 100% yield) as yellow oil. LC-MS (ESE) m/z 505.1 (M+H) ⁺ .

Step 4 - Tert-butyl 2-[3-methyl-4-[[4-(4-oxocyclohexyl)-5-(trifluoromethyl)pyrim idin-2-yl]amino] phenyl]sulfanyl-7-azaspiro[3.5]nonane-7-carboxylate

[1486] To a solution of 4-[2-[4-(7-azaspiro[3.5]nonan-2-ylsulfanyl)-2-methyl-anilino ]-5- (trifluoromethyl)pyrimidin-4-yl]cyclohexanone (700 mg, 1.39 mmol) in DCM (7 mL) was added TEA (280 mg, 2.77 mmol, 386 uL) and BOC2O (333 mg, 1.53 mmol, 350 uL). The mixture was stirred at 25 °C for 1 hr. On completion, the mixture was diluted with H ₂ O (10 mL), extracted with EA (2 X 5 mL), the organic layers were washed with brine (2 X 3 mL), dried over anhydrous N a2SO4, filtered and concentrated in vacuo to give a residue. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate- 100/ 1 to 50/ 1) to give the title compound (1.00 g, 77% yield) as a white solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 9.48 (s, 1H), 8.58 (s, 1H), 7.31 (d, J= 8.4 Hz, 1H), 7.12 (d, J= 1.6 Hz, 1H), 7.09 - 7.01 (m, 1H), 3.93 (t, J= 8.2 Hz, 1H), 3.27 - 3.23 (m, 2H), 3.20 - 3.14 (m, 2H), 2.64 - 2.52 (m, 4H), 2.39 - 2.33 (m, 2H), 2.28 (d, ./ - 14.4 Hz, 2H), 2.17 (s, 3H), 2.02 (s, 2H), 1.94 (d, J= 6.8 Hz, 1H), 1.77 - 1.71 (m, 2H), 1.56 - 1.52 (m, 2H), 1.46 - 1.42 (m, 2H), 1.37 (s, 9H). LC-MS (ES1 ⁺ ) m/z 605.2 (M+H) ⁺ .

Step 5 - Tert-butyl 2-((4-((4-((ls,4s)-4-hydroxy-4-methylcyclohexyl)-5-(trifluor omethyl)pyrirnidin-2- yl)amino)-3-methylphenyl)thio)-7-azaspiro[3.5]nonane-7-carbo xylate and tert-butyl 2-((4-((4-((lr,4r)-4- hydroxy-4-methylcyclohexyl)-5-(trifluoromethyl)pyrimidin-2-y l)amino)-3-methylphenyl)thio)-7- azaspiro [3.5 Jnonane- 7 -carboxylate

[1487] A mixture of tert-butyl 2-[3-methyl-4-[[4-(4-oxocyclohexyl)-5-(trifhioromethyl)pyrim idin- 2- yl]amino]phenyl]sulfanyl-7-azaspiro[3.5]nonane-7-carboxylate (100 mg, 165 umol) in THF (1 mL) was degassed and purged with Ns for 3 times at -78 °C. Then MeLi (1.6 M, 310 uL) was added at -78 °C and the mixture was stirred at -78 °C for 2 hrs under Ns atmosphere. On completion, the reaction mixture was quenched by addition of NH4CI (0.5 mL) at 0 °C, and then diluted with HsO (3 mL) and extracted with EA (5 mLX3). The combined organic layers were washed with brine (3 mL), dried over NasSO4, filtered and concentrated in vacuo to give a residue. The residue was purified by prep-TLC (SiOs, PE: E A~ 5 : 1 ) to give tert-butyl 2-((4-((4-((ls,4s)-4-hydroxy-4-methylcyclohexyl)-5-(trifluor omethyl)pyrimidin-2-yl)amino)-3- methylphenyl)thio)-7-azaspiro[3.5]nonane-7-carboxylate (100 mg, 75% yield, ¹ H NMR (400 MHz, DMSO-c/s) δ 9.42 (s, 1H), 8.50 (s, 1H), 7.34 (cl, J= 8.0 Hz, 1H), 7.11 (d, J= 1.6 Hz, 1H), 7.06 - 7.01 (m, 1H), 3.98 (s, 1H), 3.96 - 3.88 (m, 1H), 3.27 - 3.24 (m, 2H), 3.20 - 3.16 (m, 2H), 2.67 (t, J= 11.2 Hz, 1H), 2.40 - 2.34 (m, 2H), 2.18 (s, 3H), 2.10 - 2.01 (m, 2H), 1.78 - 1.72 (m, 2H), 1.63 (d, J= 12.4 Hz, 2H), 1.56 - 1.52 (m, 2H), 1.47 - 1.42 (m, 4H), 1.37 (s, 9H), 1.35 - 1.30 (m, 2H), 1.12 (s, 3H). LC-MS (ESI ⁺ ) m/z 621.2 (M+H) ⁺ ) and tert-butyl 2-((4-((4-((lr,4r)-4-hydroxy-4-methylcyclohexyl)-5-(trifluor omethyl)pyrimidin-2- yl)amino)-3-methylphenyl)thio)-7-azaspiro[3.5]nonane-7-carbo xylate (60 mg, 45% yield, ¹ H NMR (400 MHz, DMSO-4) 8 9.44 (s, 1H), 8.54 (s, 1H), 7.35 (d, J = 8.0 Hz, 1H), 7.12 (s, 1H), 7.07 - 7.01 (m, 1H), 4.37 (s, 1H), 3.97 - 3.85 (m, 1H), 3.25 (s, 2H), 3.17 (s, 2H), 2.68 (d, J= 4.8 Hz, 1H), 2.39 - 2.31 (m, 2H), 2.18 (s, 3H), 1.71 (s, 3H), 1.61 (d, J= 9.6 Hz, 5H), 1.56 - 1.51 (m, 2H), 1.43 (d, J= 5.6 Hz, 4H), 1.37 (s, 9H), 1.16 - 1.03 (m, 3H). LC-MS (ESI ⁺ ) m/z 621.2 (M+H) ⁺ ) as a white solids. Absolute stereochemistry of diastereomers was assigned arbitrarily.

Synthesis of 4-[2-[4-(7-Azaspiro[3.5]nonan-2-ylsulfonyl)-2-methyl-anilino ]-5-

(trifluoromethyl)pyrimidin- 4-yl]-l-methyl-cyclohexanol (Intermediate MY)

Step 1 - Tert-butyl 2-[4-[[4-(4-hydroxy-4-methyl-cyclohexyl)-5-(trifluoromethyl) pyrimidin-2-yl] amino]- 3-methyl-phenyl]sulfonyl-7-azaspiro[3.5]nonane-7-carboxylate

[1488] To a solution of tert-butyl 2-[4-[[4-(4-hydroxy-4-methyl-cyclohexyl)-5-(trifluoromethyl) pyrimidin-2-yl]amino]-3-methyl-phenyl]sulfanyl-7-azaspiro[3. 5]nonane-7-carboxylate (40.0 mg, 64.4 umol, Intermediate MW) in DCM (1 mL) was added m-CPBA (26. 1 mg, 128 umol, 85% solution) at 0°C. The mixture was stirred at 25°C for 1 hr. On completion, the reaction mixture was quenched by addition of NaiSzOa (0.5 mL) at 0°C, and then diluted with aq. NaHCOa (8 mL) and extracted with DCM (3 X 5 mL). The combined organic layers were washed with brine (2 X 3 mL), dried with anhydrous NazSO4, filtered and concentrated in vacuo to give the title compound (40 mg, 65% yield) as a white solid, ¹ H NMR (400 MHz, DMSO-de) δ 9.69 (s, 1H), 8.63 (s, 1H), 7.89 (d, 8.4 Hz, 1H), 7.71 (d, J= 1.6 Hz, 1H), 7.65 - 7.60

(m, 1H), 4.17 - 4.07 (m, 1H), 4.05 - 4.02 (m, 1H), 3.25 - 3.19 (m, 6H), 2.36 (s, 3H), 2.09 (d, J= 8.4 Hz, 3H), 2.03 - 1.94 (m, 4H), 1.64 (d,J= 12.4 Hz, 2H), 1.48 (d, J= 3.6 Hz, 2H), 1.44 (d, J= 4.4 Hz, 2H), 1.37 (s, 9H), 1.33 (d, ./ - 3.6 l lz, 1H), 1.24 (s, 1H), 1.13 (s, 3H). LC-MS (ESH) m/z 653.4 (M+H) ⁺ .

Step 2 - 4-[2-[4-(7-Azaspiro[3.5]nonan-2-ylsulfonyl)-2-methyl-anilino ]-5-(trifluoromethyl)pyrimidin- 4- y 1] - 1 -methyl-cyclohexanol

[1489] To a solution of tert-butyl 2-[4-[[4-(4-hydroxy-4-methyl-cyclohexyl)-5-(trifluoromethyl) pyrimidin-2-yl]amino]-3-methyl-phenyl]sulfonyl-7-azaspiro[3. 5]nonane-7-carboxylate (50.0 mg, 76.6 umol) in DCM (0.5 mL) was added HCI/dioxane (4 M, 500 uL). The mixture was then stirred at 25 °C for 1 hr. On completion, the mixture was concentrated in vacuo to give the title compound (42.0 mg, 99% yield) as a white solid. LC-MS (ES1 ⁺ ) m/z 553.2 (M+H) ⁺ .

Synthesis of l-[l-(2,6-Dioxo-3-piperidyl)-4-fluoro-3-methyl-2-oxo-benzimi dazol-5-yl]piperidme-4- carbaldehyde (Intermediate MZ)

Step 1 - 3-(5-Bromo-4-fluoro-3-methyl-2-oxo-benzimidazol-l-yl)piperid ine-2, 6-dione

[1490] To a solution of 3-(5-bromo-4-fluoro-3-methyl-2-oxo-benzimidazol-l-yl)-l-[(4- methoxyphenyl) methyl]piperidine-2, 6-dione (5.00 g, 10.5 mmol, synthesized via Steps 1-4 of Intermediate MU) inTFA (40 mL) was added TfOH (13.6 g, 90.6 mmol, 8 mL), then the mixture was stirred at 70 °C for 1 hr. On completion, the mixture was concentrated in vacuo to give the residue. The residue was added TEA to adjust pH = 9, triturated with water (100 mL) for 2 hrs and fdtered to give the filter cake. Then the filter cake was triturated with PE/EA (1 : 1, 150 mL) for 3 hrs to give the title compound (1.70 g, 45% yield) as a brown solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 11.14 (s, 1H), 7.36 - 7.26 (m, 1H), 7.05 - 6.95 (m, 1H), 5.46 - 5.35 (m, 1H), 3.54 - 3.44 (m, 3H), 2.94 - 2.82 (m, 1H), 2.76 - 2.58 (m, 2H), 2.08 - 1.98 (m, 1H). LC-MS (ESI ) m/z 355.9 (M+H) ⁺ .

Step 2 - 3-[5-[4-(Dimethoxymethyl)-l-piperidyl]-4-fhioro-3-methyl-2-o xo-benzimidazol-l- yl]piperidine- 2, 6-dione

[1491] To a solution of 3-(5-bromo-4-fluoro-3-methyl-2-oxo-benzimidazol-l-yl)piperid ine -2, 6-dione (3.00 g, 8.42 mmol) and 4-(dimethoxymethyl)piperidine (1.88 g, 11.8 mmol, CAS# 188646-83-5) in dioxane (70 mL) was added Pd-PEPPSI-IHeptCI 3 -Chloropyridine (819 mg, 842 umol) and CS2CO3 (5.49 g, 16.8 mmol). The mixture was then stirred 100 °C for 4 hrs. On completion, the mixture was filtered and concentrated in vacuo to give the residue. The residue was purified by column chromatography (SiO ₂ , PE:EA = 10: 1 to 1 :2) to give the title compound (1.30 g, 35% yield). ¹ H NMR (400 MHz, DMSO-ck) δ 11.10 (s, 1H), 6.84 (d, J= 8.4 Hz, 1H), 6.77 - 6.67 (m, 1H), 5.33 (dd, J= 5.2, 12.8 Hz, 1H), 4.16 - 4.08 (m, 1H), 3.46 (d, J= 1.6 Hz, 3H), 3.27 (s, 6H), 2.93 - 2.83 (m, 1H), 2.66 - 2.56 (m, 4H), 2.03 - 1.96 (m, 1H), 1.72 (d, 11.2 Hz, 2H), 1.46 - 1.37 (m, 2H), 1.21 - 1.01 (m, 1H), 0.88 - 0.72 (m, 2H). LC-MS (ESI ⁺ ) m/z

435.1(M+H) ⁺ .

Step 3 - l-[l-(2,6-Dioxo-3-piperidyl)-4-fluoro-3-methyl-2-oxo-benzimi dazol-5-yl]piperidine-4- carbaldehyde

[1492] A solution of 3-[5-[4-(dimethoxymethyl)-l-piperidyl]-4-fluoro-3-methyl-2-o xo-benzimidazol -1- yl]piperidine-2, 6-dione (100 mg, 230 umol) in FA (1 mL) was stirred at 80 °C for 1 hr. On completion, the mixture was concentrated in vacuo to give the title compound (80 mg, 90% yield) as a black solid.). LC- MS (ESL) m/z 389.0 (M+H) ⁺ .

Synthesis of 2-[4-(7-Azaspiro[3.5]nonan-2-ylsulfonyl)-2-methyl-anilino]-8 -cyclopentyl-pyrido[2,3-d] pyrimidin-7-one (Intermediate NA)

Step 1 - Tert-butyl 2-[4-[(8-cyclopentyl-7-oxo-pyrido[2,3-d]pyrimidin-2-yl)amino ]-3-methyl-phenyl] sulfonyl-7-azaspiro[3.5]nonane-7-carboxylate

[1493] To a solution of tert-butyl 2-(4-amino-3-methyl-phenyl)sulfonyl-7-azaspiro[3.5]nonane-7- carboxylate (588 mg, 1.49 mmol, Intermediate PF) in DMF (6mL) was added t-BuOK (668 mg, 5.96 mmol) and 4 molecular sieves (0. 1 g). The mixture was stirred at 0 °C for 20 mins. Then to the mixture was added 8-cyclopentyl-2-methylsulfonyl-pyrido[2,3-d]pyrimidin-7-one (480 mg, 1.64 mmol, Intermediate HN) and the mixture was stirred at 0 °C for 40 mins. On completion, the reaction mixture was diluted with H ₂ O (5 mL) and extracted with EA (3 X 50 mL). The combined organic layers were washed with brine (2 X 10 mL), dried over by anhydrous Na2SC>4, filtered and concentrated under reduced pressure to give a residue. Then the residue was purified by column chromatography (SiCL, Petroleum ether/Ethyl acetate- 100/1 to 2/1) to give the title compound (327 mg, 32% yield) as a white solid. LC-MS (ESI ⁺ ) m/z 608.3 (M+H) ⁺ .

Step 2 - 2-[4-(7-Azaspiro[3.5]nonan-2-ylsulfonyl)-2-methyl-anilino]-8 -cyclopentyl-pyrido[2,3-d] pyrimidin-7-one

[1494] To a solution of tert-butyl 2-[4-[(8-cyclopentyl-7-oxo-pyrido[2,3-d]pyrimidin-2-yl)amino ]-3- methyl -phenyl]sulfonyl-7-azaspiro[3.5]nonane-7-carboxylate (130 mg, 213 umol) in DCM (1 mL) was added TFA (1.54 g, 13 mmol). The mixture was then stirred at 25 °C for 1 hr. On completion, the reaction mixture was concentrated in vacuo to give a title compound (100 mg, 92% yield, TFA salt) as a white solid. LC-MS (ESI ⁺ ) m/z 508.2 (M+H) ⁺ .

[1495] Tert-butyl 2-[4-[[4-chloro-5-(trifluoromethyl)pyrimidin-2-yl]amino]-3-m ethyl-phenyl] sulfonyl-7- azaspiro [3.5 ]nonane-7-carboxylate (Intermediate NB)

[1496] To a solution of tert-butyl 2-[4-[[4-chloro-5-(trifluoromethyl)pyrimidin-2-yl]amino]-3-m ethyl- phenyl] sulfanyl-7-azaspiro[3.5]nonane-7-carboxylate (356 mg, 655 umol, synthesized via Step 1 of Intermediate MW) in DCM (4 mL) was added m-CPBA (424 mg, 1.97 mmol). The mixture was then stirred at 25 °C for 2 hrs. On completion, the reaction mixture was quenched by addition of Na2S20s (3 mL) at 0 °C, and then diluted with H ₂ O (5 mL) and extracted with EA (3 X 3 mL). The combined organic layers were washed with brine (3 X 2 mL), dried over by anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate=100/l to 1/1) to give the title compound (210 mg, 45% yield) as a yellow solid. LC-MS (ESI ⁺ ) m/z 597.2 (M+23) ⁺ . ^† HNMR (400 MHz, DMSO-I/ ₆ ) δ 10.35 (s, 1H), 8.77 (s, 1H), 7.77 - 7.72 (m, 2H), 7.71 - 7.67 (m, 1H), 4.21 - 4.12 (m, 1H), 3.25 - 3.18 (m, 4H), 2.34 (s, 3H), 2.15 - 2.07 (m, 2H), 2.02 - 1.94 (m, 2H), 1.52 - 1.48 (m, 2H), 1.46 - 1.42 (m, 2H), 1.38 (s, 9H).

Synthesis of l-[2-[4-(7-Azaspiro[3.5]nonan-2-ylsulfonyl)-2-methyl-anilino ]-5-

(trifluoromethyl)pyrimidm -4-yl]-3-methyl-piperidin-3-ol (Intermediate NC)

Step 1 - Tert-butyl 2-[4-[[4-(3-hydroxy-3-methyl-l-piperidyl)-5-(trifluoromethyl )pyrimidin-2-yl]amino]-3- methyl-phenyl]sulfonyl-7-azaspiro[3.5]nonane-7-carboxylate

[1497] To a solution of tert-butyl 2-[4-[[4-chloro-5-(trifluoromethyl)pyrimidin-2-yl]amino]-3-m ethyl- phenyl] sulfonyl-7-azaspiro[3.5]nonane-7-carboxylate (190 mg, 330 umol, Intermediate NB) in DMF (2 mL) was added DIEA (85.4 mg, 660 umol, 115 uL) and 3-methylpiperidin-3-ol (45.6 mg, 396 umol, CAS#473730-88-0). The mixture was then stirred at 25 °C for 2 hrs. On completion, the reaction mixture was diluted with H ₂ O (4 Ml) and extracted with EA (3 X 15 mL). The combined organic layers were dried over by anhydrous NazSOzi, filtered and concentrated in vacuo to give the title compound (200 mg, 89% yield) as a white solid. LC-MS (ESI ⁺ ) m/z 654.3 (M+l) ⁺ . ¹ H NMR (400 MHz, DMSO-^e) δ 9.14 (s, 1H), 8.38 - 8.34 (m, 1H), 7.98 (s, 1H), 7.72 - 7.67 (m, 1H), 7.65 - 7.59 (m, 1H), 4.12 - 4.06 (m, 1H), 3.28 (d, J = 13.2 Hz, 2H), 3.23 - 3.17 (m, 4H), 3.15 - 3.11 (m, 2H), 2.35 (s, 3H), 2.12 - 2.05 (m, 2H), 1.98 (d, J= 8.8 Hz, 2H), 1.82 - 1.73 (m, 1H), 1.59 - 1.54 (m, 2H), 1.49 - 1.47 (m, 2H), 1.44 - 1.39 (m, 4H), 1.37 (s, 9H), 1.04 (s, 3H).

Step 2 - l-[2-[4-(7-Azaspiro[3.5]nonan-2-ylsulfonyl)-2-methyl-anilino ]-5-(trifluoromethyl)pyrimidin -4- y 1] -3 -methyl-piperidin-3 -ol

[1498] To a solution of tert-butyl 2-[4-[[4-(3-hydroxy-3-methyl-l-piperidyl)-5-(trifluoromethyl ) pyrimidin-2-yl]amino]-3-methyl-phenyl]sulfonyl-7-azaspiro[3. 5]nonane-7-carboxylate (100 mg, 152 umol) in DCM (0.5 mL) was added HCl/dioxane (0.5 mL). The mixture was then stirred at 25 °C for 1 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (80 mg, 94% yield) as a yellow solid. LC-MS (ESI ⁺ ) m/z 554.3 (M+H) ⁺ . Synthesis of 4-[[4-(4-hydroxy-4-methyl-cyclohexyl)-5-(trifluoromethyl)pyr imidin-2-yl] amino]-3- methyl-benzenesulfonyl chloride (Intermediate ND)

[1499] To a solution of (lr,4r)-4-(2-((4-(benzylthio)-2-methylphenyl)amino)-5- (trifluoromethyl)pyrimidin-4-yl)-l-methylcyclohexan-l-ol (55.0 mg, 112 umol, Intermediate SY) in CH3CN (2 mL), H ₂ O (0.1 mL) and HOAc (0.1 mL) was added NCS (45.1 mg, 338 umol). The mixture was then stirred at 25 °C for 1 hr. On completion, the reaction mixture diluted with DCM (10 mL), the reaction mixture was dried over Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (50.0 mg, 95% yield) as white solid. LCMS (ESI ⁺ ) m/z 463.9 (M+H) ⁺ .

Synthesis of 3-[4-Fluoro-3-methyl-2-oxo-5-(4-piperidyl)benzimidazol-l-yl] piperidine-2, 6-dione

(Intermediate NE)

Step 1 - Tert-butyl 4-[l-(2,6-dioxo-3-piperidyl)-4-fluoro-3-methyl-2-oxo-benzimi dazol-5-yl]piperidine-l- carboxylate

[1500] To an 15 mL vial equipped with a stir bar was added 3-(5-bromo-4-fluoro-3-methyl-2-oxo- benzimid azol- 1 -yl)piperidine-2, 6-dione (800 mg, 2.25 mmol, synthesized via Step 1 of Intermediate MZ) tert-butyl4-bromopiperidine-l- carboxylate (771 mg, 2.92 mmol, CAS# 180695-79-8), Ir[dF(CF ₃ )ppy]2(dtbpy)(PFg) (25.2 mg, 22.4 umol), NiCL.dtbbpy (13.4 mg, 33.6 umol), TTMSS (558 mg, 2.25 mmol), and 2,6-lutidine (481 mg, 4.49 mmol) in DME (2 mL). The vial was sealed and placed under nitrogen was added. The reaction was stirred and irradiated with a purple 10 W LED lamp (3 cm away), with cooling water to keep the reaction temperature at 25 °C for 14 hrs. The reaction mixture was partitioned between H ₂ O (30 mL) and EA (30 mL). The organic phase was separated, washed with brine (15 mL), dried over anhydrous Na2SC>4, filtered and concentrated in vacuo to give a residue. The residue was purified by prep-HPLC (column: Phenomenex luna C18 150*25mm* 10um;mobile phase: [water(FA)- ACN];B%:34%- 64%,10min) to give the title compound (850 mg, 82% yield) as a white solid. ^† H NMR (400 MHz, DMSO-A) δ ppm 11.10 (s, 1 H), 6.97 - 6.90 (m, 2 H), 5.36 (dd, J= 12.0, 5.2 Hz, 1 H), 4.08 (d, J= 10.0 Hz, 2 H), 3.48 (d, J= 1.2 Hz, 3 H), 3.04 - 2.97 (m, 1 H), 2.92 - 2.80 (m, 3 H), 2.74 - 2.58 (m, 3 H), 2.04 - 1.97 (m, 1 H), 1.72 (d,J= 12.0 Hz, 2 H), 1.60 - 1.53 (m, 2 H), 1.42 (s, 9 H). LC-MS (ESI ⁺ ) m/z 483.2 (M+23) ⁺ .

Step 2 - 3-[4-Fluoro-3-methyl-2-oxo-5-(4-piperidyl)benzimidazol-l-yl] piperidine-2, 6-dione

[1501] To a solution of tert-butyl 4-[l-(2,6-dioxo-3-piperidyl)-4-fluoro-3-methyl-2-oxo-benzimi dazol-5- yl] piperidine- 1 -carboxylate (110 mg, 238 umol) in DCM (1 mL) was added HCl/dioxane (4 M, 1 mL). The mixture was then stirred at 25 °C for 1 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (90.0 mg, 94% yield, HC1) as a white solid. LC-MS (ESI ⁺ ) m/z 361.1 (M+H) ⁺ .

Synthesis of Tert-butyl N-[2-(4-formylcyclohexoxy)ethyl] carbamate (Intermediate NF)

Step 1 - 4-(Hydroxymethyl)cyclohexanol

[1502] To a solution of L1AIH4 (3.31 g, 87.1 mmol) in THF (30 mL), was add ethyl 4- hydroxycyclohexanecarboxylate (10.0 g, 58.0 mmol, CAS# 3618-04-0) in THF (100 mL) dropwise at 0 °C, then the mixture was stirred at 0 °C for 5 hrs. On completion, the mixture was quenched with H ₂ O (3.3 mL), then a solution of 15% NaOH (3.3 mL) was added dropwise. The mixture was dried with anhydrous NajSOz, filtered and the filtered liquor was concentrated in vacuo to give the title compound (7.5 g, 99% yield) as yellow solid. ¹ H NMR (400MHz, DMSO-d ₆ ) δ 3.37 - 3.23 (m, 1H), 3.17 (d, J= 6.0 Hz, 2H), 1.85 - 1.75 (m, 2H), 1.75 - 1.62 (m, 2H), 1.30 - 1.16 (m, 1H), 1.14 - 0.95 (m, 2H), 0.93 - 0.72 (m, 2H).

Step 2 - 4-[[Tert-butyl(diphenyl)silyl]oxymethyl]cyclohexanol

[1503] To a solution of 4-(hydroxymethyl)cyclohexanol (6.5 g, 49.9 mmol) and imidazole (4.08 g, 59.9 mmol) in DMF (200 mL) was added TBDPSC1 (14.4 g, 52.4 mmol) at 0 °C. The mixture was stirred at 25 °C for 12 hrs. On completion, the mixture was diluted with H ₂ O (100 mL), and extracted with EA (2 X 30 mL). The organic layers were washed with brine (2 X 30 mL), dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo. The mixture was purified by silica gel column (PE: EA = 5: 1) to give the title compound (9.10 g, 49% yield) as yellow oil. ¹ H NMR (400MHz, CDCl ₃ ) δ 7.70 - 7.60 (m, 4H), 7.48 - 7.31 (m, 6H), 3.63 - 3.51 (m, 111), 3.47 (d, J= 6.0 Hz, 2H), 2.05 - 1.95 (m, 2H), 1.89 - 1.80 (m, 2H), 1.50 - 1.45 (m, 1H), 1.31 - 1.22 (m, 2H), 1.10 - 1.00 (m, 2H), 1.05 (s, 9H).

Step 3 - Ethyl 2-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy]aceta te

[1504] To a solution of 4-[[tert-butyl (diphenyl)silyl]oxymethyl]cyclohexanol (8.60 g, 23.3 mmol) and Rh2(OAc)4 (1.03 g, 2.33 mmol) in DCM (40 mL) was added a solution of ethyl 2-diazoacetate (10.6 g, 93.3 mmol) in DCM (40 mL). The mixture was degassed and purged with N2 for 3 times and the mixture was stirred at 25 °C for 12 hrs under N2 atmosphere. On completion, the mixture was diluted with DCM (80 mL), the organic layers was then separated, washed with H ₂ O (2 X 80 mL), brine (2 X 80 mL), dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo. The mixture was purified by silica gel column (PE: EA= 10: 1) to give the title compound (10.0 g, 94% yield) as yellow oil. ¹ H NMR (400MHz, CDCl ₃ ) δ 7.72

- 7.61 (m, 4H), 7.48 - 7.32 (m, 6H), 4.28 - 4.25 (m, 2H), 4.12 (s, 2H), 3.46 (d, J= 6.0 Hz, 2H), 3.32 - 3.22 (m, 1H), 2.15 - 2.04 (m, 2H), 1.91 - 1.81 (m, 2H), 1.54 - 1.45 (m, 1H), 1.32 - 1.28 (m, 5H), 1.09 - 0.99 (m, 2H), 1.05 (s, 9H).

Step 4 - 2-[4-[[Tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy]ethan ol

[1505] To a solution of LAH (626 mg, 16.5 mmol) in THF (25 mL) was added a solution of ethyl 2-[4- [[tertbutyl(diphenyl)silyl]oxymethyl]cyclohexoxy]acetate (5.00 g, 11.0 mmol) in THF (25 mL) dropwise at 0 °C. The mixture was then stirred at 0 °C for 0.5 hr. On completion, the mixture was quenched with H ₂ O (0.62 mL), then a solution of 15% NaOH (0.62 mL) was added dropwise. The mixture was dried with anhydrous Na ₂ SO ₄ , filtered and the filtered liquor was concentrated in vacuo to give the title compound (3.15 g, 69% yield) as yellow oil. ¹ H NMR (400MHz, CDCl ₃ ) δ 7.76 - 7.61 (m, 4H), 7.49 - 7.33 (m, 6H), 3.81 - 3.66 (m, 3H), 3.63 - 3.57 (m, 2H), 3.50 - 3.45 (m, 2H), 3.28 - 3.18 (m, 1H), 2.15 - 2.04 (m, 2H), 1.88

- 1.83 (m, 2H), 1.61 - 1.46 (m, 1H), 1.28 - 1.20 (m, 2H), 1.10 - 0.96 (m, 2H), 1.05 (s, 9H).

Step 5 - 2-[4-[[Tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy]ethyl 4-methylbenzenesulfonate

[1506] To a solution of 2-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy]ethan ol (3.15 g, 7.63 mmol) in DCM (40 mL) was added TEA (1.13 g, 11.1 mmol), DMAP (170 mg, 1.39 mmol) and TosCl (1.59 g, 8.35 mmol). The mixture was then stirred at 25 °C for 16 hrs. On completion, the mixture was concentrated in vacuo. The mixture was purified by silica gel column (PE: EA=10: 1) to give the title compound (2.86 g, 90% yield) as colorless oil. ¹ H NMR (400MHz, CDCl ₃ ) δ 7.88 - 7.76 (m, 2H), 7.68 - 7.60 (m, 4H), 7.44 - 7.31 (m, 8H), 4.19 - 4.12 (m, 2H), 3.72 - 3.62 (m, 2H), 3.45 (d, J = 6.4 Hz, 2H), 3.19

- 3.06 (m, 1H), 2.45 (s, 3H), 2.00 - 1.90 (m, 2H), 1.88 - 1.75 (m, 2H), 1.52 - 1.42 (m, 1H), 1.20 - 1.10 (m, 2H), 1.05 (s, 9H), 1.01 - 0.92 (m, 2H). Step 6 - 2-[2-[4-[[Tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy]et hyl]isoindoline- 1,3-dione

[1507] To a solution of 2-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy]ethyl 4- methylbenzenesulfonate (2.86 g, 5.05 mmol) in DMF (20 mL) was added ( 1,3 -dioxoisoindo lin-2-yl) potassium (1.40 g, 7.57 mmol). The mixture was then stirred at 50 °C for 5 hrs. On completion, the mixture was diluted with H ₂ O (150 mL), extracted with EA (3 X 50 mL), the organic layers were washed with brine (3 X 40 mL), dried over anhydrous Na?SO4, filtered and concentrated in vauco to give the title compound (2.7 g, 98% yield) as yellow oil. ¹ H NMR (400MHz, CDCl ₃ ) δ 7.89 - 7.83 (m, 2H), 7.74 - 7.69 (m, 2H), 7.68 - 7.61 (m, 4H), 7.45 - 7.34 (m, 6H), 3.95 - 3.82 (m, 2H), 3.77 - 3.68 (m, 2H), 3.44 (d, J= 6.1 Hz, 2H), 3.28 - 3.15 (m, 1H), 2.03 - 1.94 (m, 2H), 1.87 - 1.75 (m, 2H), 1.54 - 1.40 (m, 1H), 1.22 - 1.12 (m, 2H), 1.04 (s, 9H), 1.02 - 0.90 (m, 2H).

Step 7 - 2-[4-[[Tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy]ethan amine

[1508] To a solution of2-[2-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy] ethyl] isoindoline -1,3- dione (2.7 g, 4.98 mmol) in EtOH (20 mL) was added NH ₂ NH ₂ .H ₂ O (3.19 g, 54.1 mmol, 3.10 mL, 85% solution). The mixture was stirred at 50 °C for 2 hrs. On completion, the mixture was filtered and the fdtrate was concentrated in vacuo. The residue was diluted with DCM (30 mL), and filtered, the filtrate was concentrated in vacuo to give the title compound (2.02 g, 98% yield) as yellow oil. ¹ H NMR (400MHz, CDCl ₃ ) δ 7.70 - 7.63 (m, 4H), 7.47 - 7.35 (m, 6H), 3.54 (t, J= 4.8 Hz, 2H), 3.47 (d, 6.0 Hz, 2H), 3.25 -

3.15 (m, 1H), 2.90 (t, ./ 5.2 Hz, 2H), 2.33 - 2.19 (m, 2H), 2.13 - 2.00 (m, 2H), 1.88 - 1.78 (m, 2H), 1.56 - 1.45 (m, 1H), 1.28 - 1.20 (m, 2H), 1.06 (s, 9H), 1.04 - 0.94 (m, 2H).

Step 8 - Tert-butyl N-[2-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy]et hyl]carbamate

[1509] To a solution of 2-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy]ethan amine (2 g, 4.86 mmol) in DCM (20 mL) was added TEA (983 mg, 9.72 mmol, 1.35 mL) and (Boc) ₂ O (1.27 g, 5.83 mmol, 1.34 mL). The mixture was then stirred at 25 °C for 3 hrs. On completion, the mixture was concentrated in vacuo. The mixture was purified by silica gel column (PE: EA=10: 1) to give the title compound (1.88 g, 75% yield) as yellow oil. ¹ H NMR (400MHz, CDCl ₃ ) δ 7.77 - 7.58 (m, 4H), 7.53 - 7.32 (m, 6H), 5.00 - 4.79 (m, 1H), 3.53 (t, J = 5.2 Hz, 2H), 3.47 (d, J = 6.0 Hz, 2H), 3.33 - 3.25 (m, 2H), 3.22 - 3.12 (m, 1H), 2.10 - 1.99 (m, 2H), 1.89 - 1.80 (m, 2H), 1.54 - 1.46 (m, 1H), 1.49 (s, 9H), 1.27 - 1.15 (m, 2H), 1.06 (s, 9H), 1.05 - 0.93 (m, 2H).

Step 9 - Tert-butyl N-[2-[4-(hydroxymethyl)cyclohexoxy]ethyl]carbamate

[1510] To a solution of tert-butyl N-[2-[4-[[tert- butyl(diphenyl)silyl]oxymethyl]cyclohexoxy]ethyl]carbamate (1.78 g, 3.48 mmol) in THF (15 mL) was added TBAF (1.00 M, 5.22 mL). The mixture was then stirred at 25 °C for 1 hr. On completion, the mixture was concentrated in vacuo. The mixture was purified by silica gel column (PE: EA=1 : 1) to give the title compound (950 mg, 99% yield) as yellow oil. ¹ H NMR (400MHz, CDCE) δ 5.00 - 4.75 (m, 1H), 3.53 (t, J = 5.2 Hz, 2H), 3.47 (d, J= 6.4 Hz, 2H), 3.34 - 3.26 (m, 2H), 3.25 - 3.13 (m, 1H), 2.13 - 2.03 (m, 2H), 1.90 - 1.80 (m, 2H), 1.56 - 1.50 (m, 1H), 1.46 (s, 9H), 1.30 - 1.16 (m, 3H), 1.05 - 0.91 (m, 2H).

Step 10 - Tert-butyl N-[2-(4-formylcyclohexoxy)ethyl]carbamate

[1511] To a solution tert-butyl N-[2-[4-(hydroxymethyl)cyclohexoxy]ethyl]carbamate (800 mg, 2.93 mmol) in DCM (20 mL) was added DMP (1.49 g, 3.51 mmol). The mixture was then stirred at 25 °C for 0.5 hr. On completion, the mixture was diluted with DCM (100 mL) and quenched with saturated ^28263 (50 mL) and washed with saturated NaHCO3 (3 X 50 mL). The organic layer was dried over anhydrous

Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (790 mg, 99% yield) as yellow oil. ¹ H NMR (400MHz, CDCl ₃ ) δ 9.65 (d, J= 1.2 Hz, 1H), 5.05 - 4.67 (m, 1H), 3.57 - 3.49 (m, 2H), 3.37 - 3.17 (m, 3H), 2.17 - 1.99 (m, 4H), 1.46 (s, 10H), 1.41 - 1.23 (m, 4H).

Synthesis of 3- [5- [1- [ [4-(2-Aminoethoxy)cyclohexyl] methyl] -4-pip eridyl] -4-fluoro-3-methyl-2-oxo- benzimidazol-l-yl]piperidine-2, 6-dione (Intermediate NG)

Step 1 - Tert-butyl N-[2-[4-[[4-[l-(2,6-dioxo-3-piperidyl)-4-fluoro-3-methyl-2-o xo-benzimidazol-5-yl]-l- piperidyl]methyl]cyclohexoxy]ethyl]carbamate

[1512] To a solution of 3-[4-fluoro-3-methyl-2-oxo-5-(4-piperidyl)benzimidazol-l-yl] piperidine-2,6- dione (90.0 mg, 226 umol, HCI, Intermediate NE) and tert-butyl N-[2-(4- formylcyclohexoxy)ethyl]carbamate (61.5 mg, 226 umol, Intermediate NF) in DMF (1 mL) and THF (1 mL) was added KO Ac (222 mg, 2.27 mmol) and NaBH(OAc)s (96.1 mg, 453 umol). The mixture was stirred at 25 °C for 1 hr. On completion, the reaction mixture was partitioned between H ₂ O (20 mL) and DCM ( 10 mL X 3). The organic phase was separated, washed with brine (10 mL X 2), dried over anhydrous

Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. The residue was purified by prep-HPLC (column: Phenomenex luna C18 150*25mm* 10um;mobile phase: [water(FA)-ACN];B%: 12%-42%,8min) to give the title compound (80.0 mg, 57% yield) as a white solid. ^† H NMR (400 MHz, DMSO-dg) δ 11.10 (s, 1H), 6.98 - 6.90 (m, 2H), 6.72 (brt, J= 5.2 Hz, 1H), 5.35 (dd, J= 5.2, 12.8 Hz, 1H), 3.48 (d, J= 1.2 Hz, 3H), 3.37 (t, J= 6.4 Hz, 2H), 3.18 - 3.12 (m, 1H), 3.02 (q, J= 6.0 Hz, 2H), 2.96 (d, 11.2 Hz, 2H), 2.91

- 2.84 (m, 1H), 2.83 - 2.76 (m, 1H), 2.74 - 2.66 (m, 1H), 2.65 - 2.58 (m, 1H), 2.57 - 2.51 (m, 1H), 2.15 (br d, - 7.2 Hz, 2H), 2.07 - 1.93 (m, 5H), 1.82 - 1.74 (m, 3H), 1.72 (s, 2H), 1.45 (dd, J = 3.2, 7.6 Hz, 1H), 1.37 (s, 9H), 1.15 - 1.05 (m, 2H), 0.91 - 0.80 (m, 2H). LC-MS (ES1 ⁺ ) m/z 616.4 (M+H) ⁺ .

Step 2 - 3-[5-[l-[[4-(2-Aminoethoxy)cyclohexyl]methyl]-4-piperidyl]-4 -fluoro-3-methyl-2-oxo-benzi midazol- 1 -yl]piperidine-2, 6-dione

[1513] To a solution of tert-butyl N-[2-[4-[[4-[l-(2,6-dioxo-3-piperidyl)-4-fluoro-3-methyl-2-o xo- benzimidaz ol-5-yl]-l-piperidyl]methyl]cyclohexoxy]ethyl]carbamate (60.0 mg, 97.4 pmol) in DCM (0.5 mL) was added HCl/dioxane (4 M, 0.5 mL). The mixture was then stirred at 25 °C for 1 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (53.0 mg, 98% yield, HC1) as white gum. LCMS (ESI ⁺ ) m/z 516.5 (M+H) ⁺ .

Synthesis of 7-Chloro-l-cyclopentyl-l,6-naphthyridin-2(lH)-one (Intermediate NH)

Step 1 - 6-Chloro-4-(cyclopentylamino)pyridine-3-carboxylic acid [1514] To a solution of 4,6-dichloropyridine-3-carboxylic acid (2.00 g, 10.4 mmol, CAS# 73027-79-9) in DMSO (20 mL) was added DIEA (4.04 g, 31.2 mmol) and cyclopentanamine (1.77 g, 20.8 mmol, CAS# 1003-03-8), then the mixture was stirred at 100 °C for 12 hrs. On completion, the reaction mixture was quenched by addition of FA until pH = 5 to give the residue. The residue was purified by HPLC(FA condition) to give the title compound (1.65 g, 65% yield) as a yellow solid. ¹ H NMR (400 MHz, DMSO- d ₆ ) δ = 8.50 (s, 1H), 8.34 (d, J= 6.8 Hz, 1H), 6.78 (s, 1H), 4.00 - 3.91 (m, 1H), 2.08 - 1.97 (m, 2H), 1.73 - 1.56 (m, 4H), 1.44 (dd, ./~ 6.0, 12.0 Hz, 2H). LCMS (ESI ⁺ ) m/z 241.2 (M+H) ⁺ .

Step 2 - (6-Chloro-4-(cyclopentylamino)pyridin-3-yl)methanol

[1515] To a solution of 6-chloro-4-(cyclopentylamino)nicotinic acid (1.65 g, 6.86 mmol) in THF (17 mL) was added BHi.THF (1 M, 20 mL), then the mixture was stirred at 25 °C for 16 hrs. On completion, the reaction mixture was quenched by addition of CH3OH (10 mL) at 0 °C and FA (0.5 mL) at 25 °C, then the mixture was stirred at 25 °C for 16 hrs. Next, NaHCO ₃ (800 mg) was added at 25 °C for 10 mins. Then mixture was filtered and the orgaicn phase was concentrated in vacuo to give the crude product was purified by reversed-phase HPLC (FA condition) to give the title compound (1.33 g, 85% yield) as a white solid, ¹ H NMR (400 MHz, DMSO-d ₆ ) δ = 7.78 (s, 1H), 6.57 (s, 1H), 6.05 (d, J= 6.4 Hz, 1H), 4.40 (s, 2H), 3.89 - 3.83 (m, 1H), 2.00 - 1.93 (m, 2H), 1.72 - 1.43 (m, 7H). LCMS (ESI ⁺ ) m/z 227.2 (M+H) ⁺ .

Step 3 - 6-Chloro-4-(cyclopentylamino)nicotinaldehyde

[1516] To a solution of [6-chloro-4-(cyclopentylamino)-3-pyridyl]methanol (1.33 g, 5.88 mmol) in DCM (13 mL) was added DMP (3.24 g, 7.64 mmol), then the mixture was stirred at 25 °C for an hr. On completion, the reaction mixture was quenched by Na2S20a(aq) (30 mL) and NaHCOa (30 mL) at 25 °C, and then extracted with DCM (50 mL X 3). The combined organic phase was washed with NaCl(aq) (30 mL), dried over Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (1.18 g, 89% yield) as a yellow solid. LCMS (ESI ⁺ ) m/z 225.2 (M+H) ⁺ .

Step 4 - Ethyl (E)-3-(6-chloro-4-(cyclopentylamino)pyridin-3-yl)acrylate

[1517] A mixture of 6-chloro-4-(cyclopentylamino)pyridine-3-carbaldehyde (1.18 g, 5.25 mmol), ethyl 2- diethoxyphosphorylacetate (3.53 g, 15.7 mmol, CAS# 867-13-0), K ₂ CO ₃ (1.45 g, 10.5 mmol) in EtOH (13 mL) was degassed and purged with N2 for 3 times, and then the mixture was stirred at 25 °C for 16 hrs under N2 atmosphere. The residue was diluted with H ₂ O (50 mL) and extracted with DCM (40 mL X 3). The combined organic layers were washed with NaCl(aq) (50 mL), dried over Na2SC>4, filtered and concentrated under reduced pressure to give the residue. The residue was purified by column chromatography (SiCL, Petroleum ether/Ethyl acetate=l/O to 30/1, Rf = 0.54) to give the title compound (0.63 g, 40% yield) as a yellow oil liquid. ¹ H NMR (400 MHz, DMSO-dg) δ = 8.22 (s, 1H), 7.88 - 7.81 (m, 1H), 6.89 - 6.84 (m, 1H), 6.62 (s, 1H), 6.52 - 6.46 (m, 1H), 4.19 (q, J = 7.2 Hz, 2H), 3.89 - 3.82 (m, 1H), 1.99 - 1.91 (m, 2H), 1.71 - 1.64 (m, 2H), 1.60 - 1.52 (m, 4H), 1.25 (t, J= 7.2 Hz, 3H). LCMS (ESI ⁺ ) m/z 295.0 (M+H) ⁺ .

Step 5 - 7-Chloro-l-cyclopentyl-l,6-naphthyridin-2(lH)-one

[1518] To a solution of ethyl (E)-3-(6-chloro-4-(cyclopentylamino)pyridin-3-yl)acrylate (630 mg, 2.14 mmol) in THF (20 mL) was added TBD (1.49 g, 10.6 mmol, CAS# 5807-14-7). The mixture was stirred at 80 °C for 1 hr. On completion, the reaction mixture was concentrated in vacuo to give the crude product. The residue was purified by reversed-phase HPLC(column: Phenomenex luna C18 150*25mm* 10um;mobile phase: [water(FA)-ACN];B%: 30%-60%,10min) to give the title compound (300 mg, 56% yield) as a yellow solid. ^† H NMR (400 MHz, DMSO-d«) δ = 8.71 (s, 1H), 7.97 (d, J= 9.6 Hz, 1H), 7.81 (s, 1H), 6.64 (d, J= 9.2 Hz, 1H), 5.28 - 5.19 (m, 1H), 2.14 - 2.06 (m, 2H), 1.98 - 1.86 (m, 4H), 1.69 - 1.62 (m, 2H). LCMS (ESI ⁺ ) m/z 249.2 (M+H) ⁺ .

Synthesis of 7-((4-((7-Azaspiro[3.5]nonan-2-yl)sulfonyl)-2-methylphenyl)a mino)-l-cyclopentyl-l,6- naphthyridin-2(lH)-one (Intermediate NI)

Step 1 - Tert-butyl 2-((4-((l-cyclopentyl-2-oxo-l,2-dihydro-l,6-naphthyridin-7-y l)amino)-3- methylphenyl)sulfonyl)-7-azaspiro[3.5]nonane-7-carboxylate

[1519] Amixture of 7-chloro-l-cyclopentyl-l,6-naphthyridin-2(lH)-one (295 mg, 1.19 mmol, Intermedia NH), tert-butyl 2-((4-amino-3-methylphenyl)sulfonyl)-7-azaspiro[3.5]nonane-7 -carboxylate (1.03 g, 2.61 mmol, Intermediate PF), Pd(OAc) ₂ (31.9 mg, 142 pmol), BINAP (88.6 mg, 142 pmol) and CS2CO3 (1.16 g, 3.56 mmol) in toluene (2 mL) was degassed and purged with N2 three times. Then the mixture was stirred at 100 °C for 16 hrs under N2 atmosphere. On completion, the reaction mixture was diluted with H ₂ O (80 mL) and extracted with EA (50 mL X 3). The combined organic layers were washed with NaCl(aq) (50 mL), dried over Na ₂ SO ₄ , filtered and concentrated in vacuo to give the crude product. The residue was purified by reversed-phase HPLC(column: Phenomenex luna C18 150*25mm* 10um;mobile phase: [water(FA)-ACN];B%: 49%-79%, lOmin) to give the title compound (210 mg, 29% yield) as a white solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ = 8.73 (s, 1H), 8.51 (s, 1H), 8.07 (d, J= 8.8 Hz, 1H), 7.83 - 7.78 (m, 1H), 7.68 (d, J= 1.6 Hz, 1H), 7.61 (dd, J= 2.0, 8.8 Hz, 1H), 7.05 - 7.00 (m, 1H), 6.37 - 6.32 (m, 1H), 5.29 - 5.20 (m, 1H), 4.11 - 4.02 (m, 1H), 3.25 - 3.18 (m, 4H), 2.39 - 2.36 (m, 3H), 2.15 - 2.05 (m, 4H), 2.00 - 1.87 (m, 6H), 1.68 - 1.61 (m, 2H), 1.51 - 1.47 (m, 2H), 1.45 - 1.41 (m, 2H), 1.37 (s, 9H). LCMS (ESI ⁺ ) m/z 607.4 (M+H) ⁺ .

Step 2 - 7-((4-((7-Azaspiro[3.5]nonan-2-yl)sulfonyl)-2-methylphenyl)a mino)-l-cyclopentyl-l,6- naphthyridin-2( 1 H)-one

[1520] To a solution of tert-butyl 2-((4-((l-cyclopentyl-2-oxo-l,2-dihydro-l,6-naphthyridin-7-y l)amino)- 3-methylphenyl)sulfonyl)-7-azaspiro[3.5]nonane-7-carboxylate (110 mg, 181 nmol) in DCM (1 mL) was added TFA (3 mL). The mixture was then stirred at 25 °C for 0.5 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (90.0 mg, 97% yield) as a yellow oil liquid. LCMS (ESI ⁺ ) m/z 507.3 (M+H) ⁺ .

Synthesis of Tert-butyl 2-(4-amino-3-methyl-phenyl)sulfanyl-7-azaspiro[3.5]nonane-7- carboxylate

(Intermediate NJ)

Step 1 - Tert-butyl 2-(p-tolylsulfonyloxy)-7-azaspiro[3.5]nonane-7-carboxylate

[1521] To a solution of tert-butyl 2-hydroxy-7-azaspiro[3.5]nonane-7-carboxylate (10.0 g, 41.4 mmol, CAS# 240401-28-9) in DCM (100 mL) was added TEA (12.5 g, 124 mmol), TosCl (11.8 g, 62.1 mmol) and DMAP (759 mg, 6.22 mmol). Then the mixture was stirred at 25 °C for 16 hrs. On completion, the mixture was concentrated in vacuo to give a residue and the residue was purified by column chromatography (SiCL, Petroleum ether/Ethyl acetate=50/l to 10/1) to give the title compound (17 g, 95% yield) as yellow solid. ¹ H NMR (400 MHz, CDCl ₃ ) δ 7.78 (d, J= 8.4 Hz, 2H), 7.34 (d, J= 8.0 Hz, 2H), 4.87 - 4.79 (m, 1H), 3.32 - 3.22 (m, 4H), 2.46 (s, 3H), 2.27 - 2.16 (m, 2H), 1.99 - 1.88 (m, 2H), 1.53 - 1.48 (m, 2H), 1.47 - 1.42 (m, 11H); LC-MS (ESF) m/z 339.7 (M-56) ⁺ .

Step 2 - Tert-butyl 2-(3-methyl-4-nitro-phenyl)sulfanyl-7-azaspiro[3.5]nonane-7- carboxylate

[1522] To a solution of tert-butyl 2-(p-tolylsulfonyloxy)-7-azaspiro[3.5]nonane-7-carboxylate (14.0 g, 35.4 mmol) in DMF (150 mL) was added K ₂ CO ₃ (14.6 g, 106 mmol) and 3-methyl-4-nitro-benzenethiol (11.9 g, 70.7 mmol). Then the mixture was stirred at 80 °C for 16 hrs. On completion, the mixture was filtered and the filtrate was concentrated in vacuo to give a residue. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate=50/l to 10/1) to give the title compound (13.0 g, 51% yield) as yellow solid. LC-MS (ES1 ⁺ ) m/z 337.3 (M-56) ⁺ .

Step 3 - Tert-butyl 2-(4-amino-3-methyl-phenyl)sulfanyl-7-azaspiro[3.5]nonane-7- carboxylate

[1523] To a solution of tert-butyl 2-(3-methyl-4-nitro-phenyl)sulfanyl-7-azaspiro[3.5]nonane-7- carboxylate (5.00 g, 12.7 mmol) and NH4CI (6.81 g, 127 mmol) in EtOH (50 mL) and H ₂ O (10 mL) was added Fe (3.56 g, 63.6 mmol). Then the mixture was stirred at 80 °C for 2 hrs. On completion, the mixture was filtered and the filter cake was washed with EtOH (3 X 100 mL). The filtrate was concentrated in vacuo to give the title compound (4.60 g, 62% yield) as yellow oil. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 7.00 - 6.95 (m, 1H), 6.94 - 6.89 (m, 1H), 6.56 (d, J = 8.0 Hz, 1H), 5.00 (s, 2H), 3.64 - 3.51 (m, 1H), 3,23 - 3.11 (m, 4H), 2.18 - 2.09 (m, 2H), 2.03 - 1.98 (m, 3H), 1.71 - 1.61 (m, 2H), 1.47 - 1.44 (m, 2H), 1.38 - 1.36 (m, 9H), 1.34 - 1.24 (m, 2H); LC-MS (ES1 ⁺ ) m/z 307.4 (M-56) ⁺ .

Synthesis of Tert-butyl 2-[4-[[4-chloro-5-(trifluoromethyl)pyrimidin-2-yl]ainino]-3- niethyl- phenyl]sulfonyl-7-azaspiro[3.5]nonane-7-carboxylate (Intermediate NK) Step 1 - Tert-butyl 2-[4-[[4-chloro-5-(trifluoromethyl)pyrimidin-2-yl]amino]-3-m ethyl-phenyl]sulfanyl-7- azaspiro [3.5 ]nonane- 7 -carboxylate

[1524] To a solution of 2,4-dichloro-5-(trifluoromethyl)pyrimidine (2.99 g, 13.7 mmol, CAS# 3932-97-6) in t-BuOH (10 mL) and DCE (10 mL) was added dropwise ZnCh (1.00 M, 16.5 mL) at 0 °C for 30 min. Then tert-butyl 2-(4-amino-3-methyl-phenyl)sulfanyl-7-azaspiro[3.5]nonane-7- carboxylate (5.00 g, 13.7 mmol, Intermediate NJ) in t-BuOH ( 10 mL) and DCE (10 mL) and TEA (15.1 mmol, 2.11 mL) were added dropwise at 0 °C. Then the mixture was stirred at 25 °C for 14 hrs. On completion, the mixture was diluted with H ₂ O (50 mL), extracted with EA (3 X 20 mL) and washed with brine (2 X 20 mL). The organic layer was dried over anhydrous sodium sulfate, filtered and concentrated in vacuo to give the residue. The residue was purified by column chromatography (SiO ₂ , PE: EA ^_ 20: 1 to 10: 1) to give the title compound (6.00 g, 80% yield). ¹ H NMR (400 MHz, DMSO-t/ ₆ ) δ 1.38 (s, 9H), 1.44 - 1.48 (m, 2H), 1.54 (d, J= 5.2 Hz, 2H), 1.71 - 1.80 (m, 2H), 2.17 (s, 3H), 2.35 - 2.43 (m, 2H), 3.18 (s, 2H), 3.26 (s, 2H), 3.90 - 4.03 (m, 1H), 7.07 (d, J= 8.0 Hz, 1H), 7.13 (s, 1H), 7.27 (d, J = 8.2 Hz, 1H), 8.65 (s, 1H), 10.05 (s, 1H). LC-MS (ESI ⁺ ) m/z 487.4 (M+H) ⁺ .

Step 2 - Tert-butyl 2-[4-[[4-chloro-5-(trifluoromethyl)pyrimidin-2-yl]amino]-3-m ethyl-phenyl]sulfonyl-7- azaspiro [3.5 ]nonane- 7 -carboxylate

[1525] To a solution of tert-butyl 2-[4-[[4-chloro-5-(trifluoromethyl)pyrimidin-2-yl]amino]-3-m ethyl- phenyl] sulfanyl-7-azaspiro[3.5]nonane-7-carboxylate (3.00 g, 5.52 mmol) in DCM (30 mL) was added m- CPBA (3.36 g, 16.6 mmol, 85% solution) at 0 °C, then the mixture was stirred at 25 °C for 4 hrs. On completion, the mixture was quenched with saturated Na SCL (30 mL) and saturated Na2COs (30 mL) at 0 °C, diluted with water (150 mL) and extracted with DCM (3 X 100 mL). The combined organic layer was anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the residue. The residue was purified by column chromatography (SiO ₂ , PE: EA=10: 1 to 5: 1) to give the title compound (2.00 g, 63% yield) as a white solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 1.37 (s, 9H), 1.41 - 1.46 (m, 2H), 1.4 - 1.53 (m, 2H), 1.92 - 2.04 (m, 2H), 2.06 - 2.15 (m, 2H), 2.34 (s, 3H), 3.1 - 3.28 (m, 4H), 4.15 (m, 1H), 7.66 - 7.77 (m, 3H), 8.76 (s, 1H), 10.33 (s, 1H). LC-MS (ES1 ⁺ ) m/z 554.2 (M+H) ⁺ .

Synthesis of Tert-butyl 2-[4-[[4-[(3S)-3-hydroxy-3-methyl-l-piperidyl]-5-(trifluorom ethyl)pyrimidin-

2-yl]amino]-3-methyl-phenyl]sulfonyl-7-azaspiro[3.5]nonan e-7-carboxylate (Intermediate NL) and tert-butyl 2-[4-[[4-[(3R)-3-hydroxy-3-methyl-l-piperidyl]-5-(trifluorom ethyl)pyrimidin-2-yl]amino]-

3-methyl-phenyl]sulfonyl-7-azaspiro[3.5]nonane-7-carboxyl ate (Intermediate NM)

Step 1 - Tert-butyl 2-[4-[[4-[3-3-hydroxy-3-methyl-l-piperidyl]-5-(trifluorometh yl)pyrimidin-2-yl]amino]- 3-methyl-phenyl]sulfonyl-7-azaspiro[3.5]nonane-7-carboxylate

[1526] To a solution of tert-butyl 2-[4-[[4-chloro-5-(trifhioromethyl)pyrimidin-2-yl]amino]-3-m ethyl- phenyl]sulfonyl-7-azaspiro[3.5]nonane-7-carboxylate (500 mg, 869 pmol, Intermediate NK) and 3- methylpiperidin-3-ol (120 mg, 1.04 mmol, CAS# 473730-88-0) in DMF (5 mL) was added DIEA (1.74 mmol, 303 pL). Then the mixture was stirred at 25 °C for 2 hrs. On completion, the mixture was diluted with EA (20 mL) and water (60 mL), then extracted with EA (3 X 20 mL). The combined organic layer was dried over anhydrous Na ₂ SO ₄ , fdtered and concentrated in vacuo to give the residue. The residue was purified by column chromagraphy (SiO ₂ , PE: EA=1: 1 to 1 : 5) to give the title compound (500 mg, 90% yield) as a white solid. ¹ H NMR (400 MHz, DMSO-c#>) δ 1.04 (s, 3H), 1.13 - 1.26 (m, 1H), 1.37 (s, 9H), 1.40 - 1.43 (m, 2H), 1.47 - 1.50 (m, 2H), 1.54 - 1.58 (m, 2H), 1.78 (m, 1H), 1.93 - 1.99 (m, 3H), 2.06 - 2.11 (m, 2H), 2.35 (s, 3H), 3.17 - 3.23 (m, 4H), 3.26 (s, 1H), 3.30 (s, 1H) 3.39 - 3.43 (m, 1H), 3.56 - 3.68 (m, 1H) 4.03 - 4.12 (m, 1H), 4.46 (s, 1H), 7.62 (m, 1H), 7.67 (s, 1H), 7.97 (d, J = 8.8 Hz, 1H), 8.36 (s, 1H), 9.11 (s, 1H). LC-MS (ESI ⁺ ) m/z 654.3 (M+H) ⁺ .

Step 2 - Tert-butyl 2-[4-[[4-[(3S)-3-hydroxy-3-methyl-l-piperidyl]-5-(trifluorom ethyl)pyrimidin-2- yl]amino]-3-methyl-phenyl]sulfonyl-7-azaspiro[3.5]nonane-7-c arboxylate and tert-butyl 2-[4-[[4-[(3R)-3- hydroxy- 3 -methyl- 1 -piperidyl] - 5 - (trifhioromethyl)pyrimidin-2-yl] amino] -3 -methyl-phenyl] sulfony 1-7 - azaspiro [3.5 ]nonane- 7 -carboxylate

[1527] Tert-butyl 2- [4- [ [4- [3 -3 -hydroxy-3 -methyl- 1 -piperidyl]-5-(trifluoromethyl)pyrimidin-2- yl]amino]-3-methyl-phenyl]sulfonyl-7-azaspiro[3.5]nonane-7-c arboxylate was separated by SFC (column: DAICEL CHIRALPAK IC(250mm*30mm,10um);mobile phase: [CO2-ACN/MeOH(0.1% NH3H ₂ O)];B%:45%, isocratic elution mode) to give tert-butyl 2-[4-[[4-[(3S)-3-hydroxy-3-methyl-l- piperidyl]-5-(trifluoromethyl)pyrimidin-2-yl]amino]-3-methyl -phenyl]sulfonyl-7-azaspiro[3.5]nonane-7- carboxylate (100 mg, 18% yield, ¹ H NMR (400 MHz, DMSO-de) δ 1.04 (s, 3H), 1.19 - 1.27 (m, 1H), 1.37 (s, 9H), 1.41 (d, J= 5.4 Hz, 2H), 1.48 (d, J = 4.8 Hz, 2H), 1.54 - 1.58 (m, 2H), 1.79 (m, 1H), 1.90 - 1.98 (m, 2H), 2.06 - 2.11 (m, 2H), 2.35 (s, 3H), 3.18 - 3.23 (m, 4H), 3.26 (s, 1H), 3.30 (s, 1H), 3.39 - 3.43 (m, 1H), 3.58 - 3.65 (m, 1H), 4.04 - 4.11 (m, 1H), 4.46 (s, 1H), 7.62 (m, 1H), 7.67 (s, 1H), 7.97 (d, J= 8.8 Hz, 1H), 8.36 (s, 1H), 9.11 (s, 1H)) and tert-butyl 2-[4-[[4-[(3R)-3-hydroxy-3-methyl-l-piperidyl]-5- (trifluoromethyl)pyrimidin-2-yl]amino]-3-methyl-phenyl]sulfo nyl-7-azaspiro[3.5]nonane-7-carboxylate (100 mg, 18% yield, ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 1.04 (s, 3H), 1.37 (s, 9H), 1.40 - 1.43 (m, 2H), 1.47 - 1.50 (m, 2H), 1.54 - 1.59 (m, 2H), 1.78 (m, 1H), 1.92 - 2.02 (m, 2H), 2.04 - 2.13(m, 2H), 2.35 (s, 3H), 3.16 - 3.24 (m, 4H), 3.26 (s, 1H), 3.30 (s, 1H), 3.37 - 3.46 (m, 2H), 3.56 - 3.68 (m, 1H), 4.05 - 4.15 (m, 1H), 4.46 (s, 1H), 7.58 - 7.73 (m, 2H), 7.97 (d, J= 8.4 Hz, 1H), 8.36 (s, 1H), 9.11 (s, 1H)) as white solids. LC-MS (ESI ⁺ ) m/z 654.4 (M+H) ⁺ for both isomers. Absolute stereochemistry of the enantiomers was assigned arbitrarily.

Synthesis of (3R)-l-[2-[4-(7-azaspiro[3.5]nonan-2-ylsulfonyl)-2-methyl-an ilino]-5-

(trifluoromethyl)pyrimidin-4-yl]-3-methyl-piperidin-3-ol (Intermediate NN)

[1528] To a solution of tert-butyl 2-[4-[[4-[(3R)-3-hydroxy-3-methyl-l-piperidyl]-5- (trifluoromethyl)pyrimidin-2-yl]amino]-3-methyl-phenyl]sulfo nyl-7-azaspiro[3.5]nonane-7-carboxylate (100 mg, 153 pmol, Intermediate NM) in DCM (5.00 mL) was addedTFA (13.5 mmol, 1.00 mL). Then the mixture was stirred at 25 °C for 1 hr. On completion, the mixture was concentrated in vacuo to give the title compound (100 mg, 98% yield, TFA) as a yellow solid. LC-MS (ESI ⁺ ) m/z 554.2 (M+H) ⁺ .

[1529] (3S)-l-[2-[4-(7-azaspiro[3.5]nonan-2-ylsulfonyl)-2-methyl-an ilino]-5- (trifluoromethyl)pyrimidin-4-yl]-3-methyl-piperidin-3-ol (Intermediate NO)

[1530] To a solution of tert-butyl2-[4-[[4-[(3S)-3-hydroxy-3-methyl-l-piperidyl]-5- (trifluoromethyl)pyrimidin-2-yl]amino]-3-methyl-phenyl]sulfo nyl-7-azaspiro[3.5]nonane-7-carboxylate (100 mg, 153 pmol, Intermediate NL) in DCM (1 mL) was added TFA (153 pmol, 11.4 pL). Then the mixture was stirred at 25 °C for 0.5 hr. On completion, the mixture was concentrated in vacuo to give the title compound (101 mg, 98% yield) as a yellow solid. LC-MS (ESI ⁺ ) m/z 554.2 (M+H) ⁺ .

[1531] Ethyl l-(4-chloro-2-methylsulfonyl-pyrimidin-5-yl)cyclopropanecarb oxylate (Intermediate NP)

Step 1 - Ethyl l-(4-chloro-2-methylsulfanyl-pyrimidin-5-yl)cyclopropanecarb oxylate

[1532] To a solution of NaH (20.2 g, 506 mmol, 60% dispersion in mineral oil) in DMF (800 mL) added a solution of ethyl 2-(4-chloro-2-methylsulfanyl-pyrimidin-5-yl)acetate (50.0 g, 202 mmol, CAS# 61727- 34-2) and 1,2-dibromoethane (57. 1 g, 304 mmol, 22.9 mL) in DMF (800 mL) at 0 °C. The reaction mixture was stirred at 25 °C for 5 hr. On completion, the mixture was quenched with water (500 mL), then the mixture was extracted with EA (3 X 700 mL). The combined organic layer was dried over NazSOzi, filtered and filtrate was concentrated in vacuo. The residue was purified by column chromatography to give the title compound (34.0 g, 30% yield) as white solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 8.62 (s, 1H), 4.12 - 3.93 (m, 2H), 2.53 (s, 3H), 1.58 (d, J= 3.2 Hz, 211), 1.39 - 1.32 (m, 2H), 1.10 (t, J = 7.2 Hz, 3H).

Step 2 - Ethyl l-(4-chloro-2-methylsulfonyl-pyrimidin-5-yl)cyclopropanecarb oxylate

[1533] To a solution of ethyl l-(4-chloro-2-methylsulfanyl-pyrimidin-5-yl)cyclopropanecarb oxylate (17.0 g, 62.3 mmol) in DCM (300 mL) was added m-CPBA (50.6 g, 249 mmol, 85% solution) at 0 °C. The reaction mixture was stirred at 25 °C for 2 hrs. On completion, the reaction mixture was quenched by saturated NazSzOz (50 mL) and saturated NaHCOs (50 mL) and diluted with water (100 mL), then the residue was extracted with DCM (3 X 200 mL). The combined organic layer was dried over Na ₂ SO ₄ , filtered and filtrate was concentrated in vacuo. The residue was purified by column chromatography to give the title compound (35.0 g, 92% yield) as white solid. ‘HNMR (400 MHz, DMSO-de) δ 9.10 (s, 1H), 4.08 (q, J = 7.2 Hz, 2H), 3.46 (s, 3H), 1.69 - 1.64 (m, 2H), 1.53 - 1.47 (m, 2H), 1.11 (t, J= 7.2 Hz, 3H); LC-MS (ESI ⁺ ) m/z 305.0 (M + H) ⁺ .

Synthesis of 2 ^† -[4-(7-Azaspiro[3.5]nonan-2-ylsulfonyl)-2-methyl-anili no]-7 ^† -[(lR,3R)-3- hydroxycyclohex yl]spiro[cydopropane-l,5 ^† -pyrrolo[2,3-d]pyrimidine]-6 ^† -one (Intermediate NQ)

Step 1 - Tert-butyl 2-[4-[[4-chloro-5-(l-ethoxycarbonylcyclopropyl)pyrimidin-2-y l]amino]-3-methyl- phenyl] sulfonyl- 7 - azaspiro [3.5 ]nonane-7-carboxylate

[1534] To a solution of tert-butyl 2-(4-amino-3-methyl-phenyl)sulfonyl-7-azaspiro[3.5]nonane-7- carboxylate (6.47 g, 16.4 mmol, Intermediate PF) in DMF (50 mL) was added t-BuOK (3.68 g, 32.8 mmol) at 0 °C, then ethyl l-(4-chloro-2-methylsulfonyl-pyrimidin-5-yl)cyclopropanecarb oxylate (5.00 g, 16,4 mmol, Intermediate NP) was added. The mixture then was stirred at 0 °C for 2 hrs. On completion, the residue was diluted with water (50 mL), then the residue was extracted with EA (3 X 60 mL). The combined organic layer was dried over Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. The residue was purified by column chromatography and the residue was purified by reverse phase (0. 1 % FA condition) to give the title compound (2.90 g, 28% yield) as white solid. ¹ H NMR (400 MHz, DMSO-t/g) δ 9.55 (s, 1H), 8.40 (s, 1H), 7.85 (d, J= 8.4 Hz, 1H), 7.72 - 7.62 (m, 2H), 4.15 - 4.08 (m, 1H), 4.07 - 4.02 (m, 2H), 3.25 - 3.17 (m, 4H), 2.35 (s, 3H), 2.13 - 2.06 (m, 2H), 2.00 - 1.94 (m, 2H), 1.56 (d, J= 3.2 Hz, 2H), 1.51 - 1.47 (m, 2H), 1.45 - 1.41 (m, 2H), 1.37 (s, 9H), 1.30 (d, J = 2.8 Hz, 2H), 1.11 (t,J = 7.2 Hz, 3H); LC-MS (ESI ⁺ ) m/z 563.1 (M + H) ⁺ .

Step 2 - Tert-butyl 2-[4-[[5-(l-ethoxycarbonylcyclopropyl)-4-[[(lR,3R)-3- hydroxycyclohexyl]amino]pyrimidin-2-yl]amino]-3-methyl-pheny l]sulfonyl-7-azaspiro[3.5]nonane-7- carboxylate

[1535] To a mixture of tert-butyl 2-[4-[[4-chloro-5-( l-ethoxycarbonylcyclopropyl)pyrimidin-2-yl]arnino]- 3-methyl-pbenyl]sulfonyl-7-azaspiro[3.5]nonane-7-carboxylate (1.00 g, 1.62 mmol) and (lR,3R)-3- aminocyclohexanol;hydrochloride (1.22 g, 6.46 mmol, HO, CAS# 1817645-57-0) in dioxane (10 mL) was added CS2CO3 (2.10 g, 6.46 mmol) and l,3-bis[2,6-bis(l-propylbutyl)phenyl]-4,5-dichloro-2H-imidaz ol-l- ium-2-ide;3-chloropyridine; dichloropalladium (314 mg, 323 nmol). Then the mixture was stirred at 100 °C for 12 hrs. On completion, the residue was diluted with water ( 10 mL), then the mixture was extracted with EA (3 X 15 mL). The residue was purified by reverse phase (0.1 % FA condition) to give the title compound (500 mg, 42% yield) as white solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 9.00 (s, 1H), 8.33 (d, J = 8.4 Hz, 1H), 7.87 (s, 1H), 7.67 - 7.58 (m, 2H), 6.97 (s, 1H), 4.54 - 4.41 (m, 2H), 4.06 - 4.00 (m, 4H), 3.20 (s, 4H),

2.40 (s, 3H), 2.09 - 2.04 (m, 2H), 1.97 - 1.90 (m, 2H), 1.76 - 1.65 (m, 4H), 1.64 - 1.56 (m, 2H), 1.53 (s, 2H), 1.48 (s, 4H), 1.42 (s, 4H), 1.37 (s, 9H), 1.11 (t, J= 7.2 Hz, 3H); LC-MS (ESI+) m/z 698.2 (M + H) ⁺ .

Step 3 - Tert-butyl 2-[4-[[7 ^† -[(lR,3R)-3-hydroxycyclohexyl]-6 ^† -oxo-spiro[cyclopropane-l,5 ^† -pyrrolo [2,3- d]pyrimidine]-2 ^† -yl]amino]-3-methyl-phenyl]sulfonyl-7-azaspiro[3.5]non ane-7-carboxylate

[1536] To a solution of tert-butyl 2-[4-[[5-(l-ethoxycarbonylcyclopropyl)-4-[[(lR,3R)-3- hydroxycyclohexyl]amino]pyrimidin-2-yl]amino]-3-methyl-pheny l]sulfonyl-7-azaspiro[3.5]nonane-7- carboxylate (500 mg, 716 pmol) in THF (5 mL) was added NaH (57.3 mg, 1.43 mmol, 60% dispersion in mineral oil) at 0 °C, then the mixture was stirred at 70 °C for 0.5 hr. On completion, the reaction mixture was quenched with water (0.5 mL) and the residue was diluted with water (5 mL), then the residue was extracted with EA (3 X 10 mL). The combined organic layer was dried over Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. The residue was purified by column chromatography to give the title compound (170 mg, 36% yield) as white solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 8.92 (s, 1H), 7.99 (d, ./ - 8.4 Hz, 1H), 7.94 (s, 1H), 7.66 (d, J= 1.6 Hz, 1H), 7.60 (dd, J= 2.0, 8.4 Hz, 1H), 4.71 - 4.62 (m, 1H), 4.56 (d, .7 - 2.4 Hz, 1H), 4.12 - 4.06 (m, 2H), 3.24 - 3.17 (m, 4H), 2.42 (s, 1H), 2.36 (s, 3H), 2.16 (dd, J = 2.8, 12.0 Hz, 1H), 2.12 - 2.06 (m, 2H), 1.97 - 1.90 (m, 2H), 1.72 (s, 1H), 1.69 - 1.66 (m, 2H), 1.63 (s, 2H), 1.53 - 1.46 (m, 6H), 1.43 (s, 2H), 1.37 (s, 9H), 1.30 - 1.24 (m, 1H); LC-MS (ESI+) m/z 652.3 (M + H) ⁺ . Step 4 - 2 ^† - [4-(7 -Azaspiro [3.5]nonan-2-ylsulfonyl)-2-methyl-anilino] -T- [( 1 R,3R)-3 -hydroxy cyclohex yl]spiro[cyclopropane- 1 ,5 ^† -pyrrolo[2,3-d]pyrimidine]-6 ^† -one

[1537] To a solution of tert-butyl 2-[4-[[7 ^† -[(lR,3R)-3-hydroxycyclohexyl]-6 ^† -oxo-spiro[cyclopropane- l,5 ^† -pyrrolo[2,3-d]pyrimidine]-2 ^† -yl]amino]-3-methyl-phenyl]sulfonyl-7-azaspiro[3.5]non ane-7- carboxylate (100 mg, 153 pmol) in DCM (1 mL) was added TFA (17.4 mg, 153 pmol, 11.4 pL), then the mixture was stirred at 25 °C for 0.5 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (100 mg, 97% yield, TFA) as yellow oil. LC-MS (ESI ⁺ ) m/z 552.3 (M - 100 + H) ⁺ .

Synthesis of l-[4-[[Tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy]propa n-2-one (Intermediate NR)

Step 1 - 2-[4-[[Tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy]aceti c acid

[1538] To a solution of ethyl 2-[4-[[tertbutyl(diphenyl)silyl]oxymethyl]cyclohexoxy] acetate (5.20 g, 11.4 mmol, synthesized via Steps 1-3 of Intermediate NF) in a mixture of THF (25 mL) and H ₂ O (25 mL) was added LiOH.FbO (719 mg, 17.1 mmol). The mixture was then stirred at 25 °C for 2 hrs. On completion, the reaction mixture was partitioned between H ₂ O (50 mL) and EA (30 mL X 3). The organic phase was separated, washed with brine (20 mL X 2), dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (4.80 g, 98% yield) as a yellow solid. LCMS (ESI ⁺ ) m/z 449.2 (M+Na) ⁺ .

Step 2 - 2-[4-[[Tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy]-N-me thoxy-N-methyl-acetamide

[1539] To a solution of 2-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy]aceti c acid (6.40 g, 15.0 mmol) and A nethoxymethanamine (1.46 g, 15.0 mmol, HC1, CAS# 1117-97-1) in DMF (60 mL) was added DIEA (5.82 g, 45.0 mmol, 7.84 mL) and HATU (7.42 g, 19.5 mmol). The mixture was then stirred at 25 °C for 1 hr. On completion, the reaction mixture was partitioned between H ₂ O (150 mL) and EA (50 mL X 3). The organic phase was separated, washed with brine (30 mL X 2), dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate = 10/1 to 5/1) to give the title compound (7.00 g, 99% yield) as a yellow oil. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 7.59 (dd, J = 1.6, 7.6 Hz, 4H), 7.46 - 7.42 (m, 6H), 4.22 (s, 2H), 3.65 (s, 3H), 3.45 (d, J= 6.0 Hz, 2H), 3.26 - 3.20 (m, 1H), 3.07 (s, 3H), 2.02 (d, J= 9.6 Hz, 2H), 1.76 (d, = 11.6 Hz, 2H), 1.50 - 1.43 (m, 1H), 1.13 (d, J = 12.8 Hz, 2H), 0.99 (s, 9H), 0.94 (d, J = 2.0 Hz, 2H). LCMS (ESI ⁺ ) m/z 470.6 (M+H) ⁺ .

Step 3 - l-[4-[[Tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy]propa n-2-one

[1540] To a solution of 2- [4- [[tert-butyl(diphenyl)silyl] oxymethyl] cyclohexoxy] -A-methoxy- A-mcthyl- acetamide (3.00 g, 6.39 mmol) in THF (30 mL) was degassed and purged with N2 3 times. Then MeMgBr (3 M, 6.39 mL) was added at 0 °C, and the mixture was stirred at 25 °C for 2 hrs under N2 atmosphere. On completion, the reaction mixture was quenched by addition of NH4CI (30 mL) at 0 °C, and then extracted with EA (30 mL X 3). The combined organic layers were washed with brine (20 mL X 2), dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate = 100/1 to 10/1) to give the title compound (2.40 g, 88% yield) as a white solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 7.62 - 7.57 (m, 4H), 7.47 - 7.40 (m, 6H), 4.09 (s, 2H), 3.45 (d, J= 6.0 Hz, 2H), 3.22 - 3.13 (m, 1H), 2.03 (s, 3H), 2.02 - 1.96 (m, 2H), 1.80 - 1.72 (m, 2H), 1.52 - 1.42 (m, 1H), 1.19 - 1.09 (m, 2H), 0.99 (s, 9H), 0.98 - 0.90 (m, 2H). LCMS (ESI ⁺ ) m/z 447.2 (M+Na) ⁺ .

Synthesis of (2R)-1- [4- [ [tert-butyl(dip he nyl) silyl ] oxymethyl] cyclohexoxy] -N- [ (4- methoxyphenyl)methyl] propan-2-amine (Intermediate NS) and (2S)-l-[4-[[tert- butyl(diphenyl)silyl]oxymethyl]cyclohexoxy]-N-[(4- methoxyphenyl)methyl]propan-2-amine (Intermediate

[1541] To a solution of l-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy]propa n-2-one (2.5 g, 5.89 mmol, Intermediate NR) and PMBNH ₂ (969 mg, 7.06 mmol) in THF (30 mL) was added HOAc (707 mg, 11.7 mmol) and NaBH(OAc)3 (1.62 g, 7.65 mmol). The mixture was then stirred at 25 °C for 2 hrs. On completion, the mixture was quenched with H ₂ O (5 ml) and concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , DCM: MeOH = 10: 1) to give racemic compound. Then racemate was separated by SFC (column: DAI CEL CHIRALPAK AS (250 mm * 50 mm, 10 um); mobile phase: [CO2- iPrOH (0d%NH3H ₂ O)]; B%:40%, isocratic elution mode) to give (2R)-l-[4-[[tert- butyl(diphenyl)silyl]oxymethyl]cyclohexoxy]-N-[(4-methoxyphe nyl)methyl] propan-2-amine (1 g, 31% yield, peak 2, HNMR (EC9037-244-PK2): ¹ H NMR (400 MHz, CDCk) δ 7.58 (d, 7 = 6.4 Hz, 4H), 7.38 - 7.27 (m, 6H), 7.21 - 7.18 (m, 2H), 6.79 (d, J= 8.4 Hz, 2H), 3.78 (d,7 = 12.8 Hz, 1H), 3.72 (s, 3H), 3.63 (d, ./ - 12.8 Hz, 1H), 3.41 - 3.35 (m, 3H), 3.29 (d, J = 8.0 Hz, 1H), 3.07 (t, J = 4.0 Hz, 1H), 2.91 - 2.80 (m, 1H), 1.95 (d, .7 - 5.2 Hz, 2H), 1.75 (d, 7 = 11.2 Hz, 2H), 1.46 - 1.37 (m, 1H), 1.24 - 1.17 (m, 1H), 1.13 - 1.05 (m, 2H), 1.01 I'd, ./ - 6.4 Hz, 3H), 0.97 (s, 9H), 0.95 - 0.81 (m, 2H)) as yellow oil and (2S)-l-[4-[[tert- butyl(diphenyl)silyl]oxymethyl]cyclohexoxy]-N-[(4-methoxyphe nyl)methyl] propan-2-amine (1 g, 31% yield, peak 1, HNMR (EC9037-244-PK1): ¹ H NMR (400 MHz, CDCk) δ 7.68 - 7.62 (m, 4H), 7.45 - 7.35 (m, 6H), 7.30 (d, 7 = 8.4 Hz, 2H), 6.88 (d, 7 = 8.4 Hz, 2H), 3.96 (d, 7 = 12.8 Hz, 1H), 3.84 - 3.79 (m, 3H), 3.79 - 3.74 (m, 1H), 3.50 (d, 7 - 4.0 Hz, 1H), 3.45 (d, 7 = 6.0 Hz, 2H), 3.42 (s, 1H), 3.21 - 3.12 (m, 1H), 3.01 Id, J - 4.8 Hz, 1H), 2.04 - 1.98 (m, 2H), 1.88 - 1.78 (m, 2H), 1.51-1.48 (m, 1H), 1.22 (d, 7 - 6.0 Hz, 2H), 1,18 (d, <7= 3.0 Hz, 1H), 1.15 (d, 7 = 6.4 Hz, 3H), 1.05 (s, 9H), 0.98 (d, 7 = 14.4 Hz, 2H)) as yellow oil. The absolute stereochemistry of the diastereomers was confirmed by reference comparison.

[1542] Tert-butyl N-[(lR)-2-(4-formylcyclohexoxy)-l-methyl (Intermediate NU)

Step 1 - (2R)-l-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy] propan-2-amine

[1543] To a solution of (2R)-l-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy] -N-[(4- methoxyphenyl) methyl]propan-2-amine (1 g, 1.83 mmol, Intermediate NS) in THF (20 mL) was added Pd/C (500 mg, 469 pmol, 10 wt%) and Pd(OH) ₂ /C (500 mg, 1.83 mmol, 10 wt%) under N2. The suspension was degassed under vacuum and purged with H2 several times. The mixture was then stirred under H2 (50 psi) at 50 °C for 48 hrs. On completion, the mixture was concentrated in vacuo to give the title compound (500 mg, 64% yield) as brown oil. LC-MS (ESI ⁺ ) m/z 426.2 (M+H) ⁺ .

Step 2 - Tert-butyl N-[(lR)-2-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexo xy]-l-methyl-ethyl] carbamate

[1544] To a solution of (2R)-l-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy] propan-2-amine (500 mg, 1.17 mmol) and TEA (237 mg, 2.35 mmol) in DCM (10 mL) was added BOC2O (384 mg, 1.76 mmol). The reaction mixture was then stirred at 25 °C for 1.5 hrs. On completion, the mixture was diluted with DCM (10 mL) and washed with water (10 mL). The organic layer was dried over Na ₂ SO ₄ , filtered and the filtrate was concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate=l/O to 20/1) to give the title compound (290 mg, 46% yield) as colorless oil. ¹ H NMR (400 MHz, DMSO-*) δ 7.65 - 7.56 (m, 4H), 7.46 - 7.37 (m, 6H), 6.63 - 6.55 (m, 1H), 3.65 - 3.59 (m, 1H), 3.55 - 3.50 (m, 1H), 3.45 (d, J = 6.0 Hz, 2H), 3.30 (s, 1H), 3.20 - 3.13 (m, 2H), 1.96 (d, J = 13.6 Hz, 2H), 1.78 - 1.71 (m, 2H), 1.52 - 1.49 (m, 2H), 1.37 (s, 9H), 1.24 - 1.20 (m, 2H), 1.00 - 0.97 (m, 12H).

Step 3 - Tert-butyl N-[(lR)-2-[4-(hydroxymethyl)cyclohexoxy]-l-methyl-ethyl]carb amate

[1545] To a solution of tert-butyl N-[(lR)-2-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexo xy]-l- methyl-ethyl]carbamate (290 mg, 551 pmol) in THF (4 mL) was added TBAF (1 M, 827 pL). The reaction mixture was stirred at 25 °C for 7 hrs. On completion, the mixture was concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate=10/l to 1/1) to give the title compound (90 mg, 56% yield) as colorless oil. ¹ H NMR (400 MHz, DMSO-fi^) δ 7.65 - 7.56 (m, 4H), 7.46 - 7.37 (m, 6H), 6.63 - 6,55 (m, 1H), 3.65 - 3.59 (m, 1H), 3.55 - 3.50 (m, 1H), 3.45 (d, J= 6.0 Hz, 2H), 3.30 (s, 1H), 3.20 - 3.13 (m, 2H), 1.96 (d, J = 13.6 Hz, 2H), 1.78 - 1.71 (m, 2H), 1.52 - 1.49 (m, 2H), 1.37 (s, 9H), 1.24 - 1.20 (m, 2H), 1.00 - 0.97 (m, 12H).

Step 4 - Tert-butyl N-[(lR)-2-(4-formylcyclohexoxy)-l-methyl-ethyl]carbamate

[1546] To a solution of tert-butyl N-[(lR)-2-[4-(hydroxymethyl)cyclohexoxy]-l-methyl-ethyl]carb amate (90.0 mg, 313 pmol) in DCM (2 mL) was added DMP (199 mg, 469 pmol). The reaction mixture was then stirred at 25 °C for 3 hrs. On completion, the mixture was quenched by Na ₂ S ₂ O ₃ (2 mL) and NaHCO3 (2 mL). Then, the mixture was diluted with DCM (20 mL), washed with NaHCXL aqueous (15 mL) and water (15 mL X 2). The organic layer was dried over Na ₂ SO ₄ , filtered and the filtrate was concentrated in vacuo to give the title compound (67 mg, 74% yield) as colorless oil. LC-MS (ESI ⁺ ) m/z 286.3 (M+H) ⁺ .

Synthesis of 3-(4-fluoro-3-methyl-2-oxo-5-piperazin-l-yl-benzimidazol-l-y l)piperidine-2, 6-dione (Intermediate NV)

Step 1 - Tert-butyl 4-[4-fluoro-l-[l-[(4-methoxyphenyl)methyl]-2,6-dioxo-3-piper idyl]-3-methyl-2-oxo- benzimidazol-5-yl]piperazine- 1 -carboxylate

To a solution of 3-(5-bromo-4-fluoro-3-methyl-2-oxo-benzimidazol-l-yl)-l-[(4- methoxyphenyl)methyl] piperidine-2, 6-dione (1 g, 2.10 mmol, synthesized via Steps 1-4 of Intermediate MU) and tert-butyl piperazine- 1 -carboxylate (469 mg, 2.52 mmol, CAS# 143238-38-4) in dioxane (15 mL) was added 1,3- bis[2,6-bis(l -propylbutyl) phenyl] -4,5- dichloro -2H- imidazole -1- ium -2- ide; 3 -chloropyridine; dichloropalladium (204 mg, 209 umol) and CS2CO3 (1.37 g, 4.20 mmol). The mixture was then stirred at 100 °C under N2 for 3 hrs. On completion, the mixture was filtered and diluted with H ₂ O (40 mL) and extracted with EA (40 mL X 3). The combined organic layers were dried over Na ₂ SO ₄ , filtered and concentrated under reduced pressure. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate- 10/1 to 2/1) to give the title compound (1.0 g, 82% yield) as brown solid. LC-MS (ESI ⁺ ) m/z 582.6 (M+H) ⁺ .

Step 2 - 3-(4-fluoro-3-methyl-2-oxo-5-piperazin-l-yl-benzimidazol-l-y l)piperidine-2, 6-dione

[1547] To a solution of tert-butyl 4-[4-fluoro-l-[l-[(4-methoxyphenyl) methyl] -2,6- dioxo -3- piperidyl] -3- methyl-2-oxo-benzimidazol-5-yl] piperazine- 1-carboxylate (0.35 g, 601 umol) in TFA (4 mL) was added TfOH (1 mL). The mixture was then stirred at 70 °C for 1 hr. On completion, the mixture was concentrated in vacuo to give the title compound (200 mg, 92% yield) as yellow oil. LC-MS (ESI ⁺ ) m/z 362.1 (M+H) ⁺ .

Synthesis of 3-[5-[4-[[4-[(2R)-2-aniinopropoxy]cyclohexyl]methyl]piperazi n-l-yl]-4-fhioro-3-methyl

-2-oxo-benzimidazol-l-yl]piperidine-2, 6-dione (Intermediate NW)

Step 1 - Tert-butyl N-[(lR)-2-[4-[[4-[l-(2,6-dioxo-3-piperidyl)-4-fluoro-3-methy l-2-oxo-benzimidazol-5- yl]piperazin- 1 -yl]methyl]cyclohexoxy]- l-methyl-ethyl]carbamate

[1548] To a solution of 3-(4-fluoro-3-methyl-2-oxo-5-piperazin-l-yl-benzimidazol-l-y l)piperidine-2,6- dione (160 mg, 336 pmol, TFA, Intermediate NV) in THF (1 mL) was added TEA (23.7 mg, 234 pmol) until the pH=8 and the mixture was stirred for 0. 1 hr, Then, to the above mixture was added HOAc (28.20 mg, 469.55 pmol) and tert-butyl N-[(lR)-2-(4-formylcyclohexoxy)-l-methyl-ethyl]carbamate (67.00 mg, 234 pmol, Intermediate NU) at 0 °C and then mixture was stirred for 0.5 hr. Next, NaBH(OAc)3 (99.5 mg, 469 pmol) was added at 0 °C, and the mixture was stirred at 0 °C for 0.5 hr. On completion, the mixture was quenched by H ₂ O (0.05 mL) and concentrated in vacuo. The residue was purified by prep-HPLC (column: Welch ultimate C18 150 * 25mm * 7 um; mobile phase: [water (FA) - ACN]; gradient: 11% - 41% B over lOmin) to give the title compound (35 mg, 23% yield) as white solid. ^† H NMR (400 MHz, CDCl ₃ ) 5 8.12 (d, J = 1.6 Hz, 1H), 6.71 (t, J = 8.0 Hz, 1H), 6.51 (d, J = 8.4 Hz, 1H), 5.17 (dd, J= 5.2, 12.8 Hz, 1H), 4.69 (dd, J= 2.0, 3.6 Hz, 1H), 3.78 (dd, J= 3.2, 6.4 Hz, 1H), 3.61 (d, J= 1.6 Hz, 3H), 3.46 - 3.37 (m, 2H), 3.24 (s, 4H), 3.00 - 2.85 (m, 5H), 2.83 - 2.66 (m, 2H), 2.51 (s, 2H), 2.32 - 2.19 (m, 2H), 2.07 (d, J = 9.6 Hz, 2H), 1.97 - 1.94 (m, 2H), 1.70 - 1.63 (m, 1H), 1.45 (s, 9H), 1.23 (d, J = 12.0 Hz, 2H), 1.16 (d, J = 6.4 Hz, 3H), 1.09 - 1.01 (m, 2H). Step 2 - 3-[5-[4-[[4-[(2R)-2-aminopropoxy]cyclohexyl]methyl]piperazin -l-yl]-4-fluoro-3-methyl-2-oxo- benzimidazol- 1 -yl]piperidine-2, 6-dione

[1549] A mixture of tert-butyl N-[(lR)-2-[4-[[4-[l-(2,6-dioxo-3-piperidyl)-4-fluoro-3-methy l-2-oxo- benzimidazol-5-yl]piperazin-l-yl]methyl]cyclohexoxy]-l-methy l-ethyl]carbamate (35 mg, 55.4 pmol) in TFA(0.2 mL) and DCM (l mL) was stirred at 25 °C for 0.5 hr. On completion, the mixture was concentrated in vacuo to give the title compound (35 mg, 97% yield, TFA) as brown oil. LC-MS (ESP) m/z 531.3 (M+H) ⁺ .

Synthesis of 4-[[4-(3-Hydroxy-3-methyl-l-piperidyl)-5-(trifluoromethyl)py rimidin-2-yl]amino]-3- methyl-benzenesulfonyl chloride (Intermediate NX)

Step 1 - l-[2-(4-benzylsulfanyl-2-methyl-anilino)-5-(trifluoromethyl) pyrimidin-4-yl]-3-methyl -piperidin- 3-ol

[1550] To a solution of 3-methylpiperidin-3-ol (168 mg, 1.46 mmol, CAS# 473730-88-0) and DIEA (473 mg, 3.66 mmol, 637 pL) in DMF (7 mL) was added N-(4-benzylsulfanyl-2-methyl-phenyl)-4-chloro-5- (trifluoromethyl) pyrimidin-2-amine (500 mg, 1.22 mmol, Intermediate EA). The reaction was stirred at 25 °C for 2 hrs. On completion, the reaction was diluted with EA (40 mL). The organic layer was washed with water (40 mL X 2), dried over Na ₂ SO ₄ and concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate=5/l to 3/1) to give the title compound (590 mg, 98% yield) as red solid. ¹ H NMR (400 MHz, CDCl ₃ ) δ 8.31 (s, 1H), 7.66 (d, J = 8.4 Hz, 1H), 7.31 - 7.29 (m, 3H), 7.26 - 7.18 (m, 3H), 7.01 - 6.85 (m, 1H), 4.10 (s, 1H), 4.02 (d, J= 13.6 Hz, 1H), 3.88 (d, J = 12.8 Hz, 1H), 3.18 - 3.08 (m, 1H), 2.97 (d, = 13.6 Hz, 1H), 2.88 - 2.74 (m, 1H), 2.25 (s, 3H), 1.93 - 1.84 (m, 1H), 1.77 ( d, J = 13.6 Hz, 2H), 1.64 - 1.45 (m, 3H), 1.17 (s, 3H); LC-MS (ESI ⁺ ) m/z 489.5 (M+H) ⁺ .

Step 2 - 4-[[4-(3-hydroxy-3-methyl-l-piperidyl)-5-(trifluoromethyl)py rimidin-2-yl]amino]-3-methyl - benzenesulfonyl chloride

[1551] To a solution of l-[2-(4-benzylsulfanyl-2-methyl-anilino)-5-(trifluoromethyl) pyrimidin-4-yl]-3- methyl-piperidin-3-ol (50 mg, 102 pmol) in ACN (3 mL) and HOAc (0.3 mL) was added NCS (32.8 mg, 245 pmol) and H ₂ O (18.4 pg, 1.02 pmol) in the dark. The reaction was stirred at 25 °C for 0.5 hr. On completion, the reaction was diluted with EA (50 mL). The organic layer was washed with water (50mL X 2), dried over with Na ₂ SO ₄ and concentrated in vacuo to give the title compound (45 mg, 94% yield) as red oil. LC-MS (ESI ⁺ ) m/z 465.1 (M+H) ⁺ .

Synthesis of 3-(3-Methyl-2-oxo-4-piperazin-l-yl-benzimidazol-l-yl)piperid ine-2, 6-dione

(Intermediate NY)

Step 1 - Tert-butyl 4-[l-(2,6-dioxo-3-piperidyl)-3-methyl-2-oxo-benzimidazol-4-y l] piperazine-1- carboxylate

[1552] A solution of 3-(4-bromo-3-methyl-2-oxo-benzimidazol-l-yl)piperidine-2, 6-dione (4.50 g, 13,3 mmol, Intermediate DC), tert-butyl piperazine- 1 -carboxylate (3.22 g, 17.3 mmol, CAS# 143238-38-4), t- BuONa (3.84 g, 39.9 mmol), RuPhos (620 mg, 1.33 mmol) and Pd2(dba)a (243 mg, 266 pmol) in dioxane (45 mL) was stirred at 100 °C for 24 hrs under N2. On completion, the mixture was concentrated in vacuo to give the residue. The residue was purified by column chromatography (SiO ₂ , PE: EA=10: l to 1:4) to give the target product (500 mg, 9% yield) as yellow solid. ¹ H NMR (400 MEIz, DMSO-d ₆ ) δ 11.09 (s, 1 H), 7.01 - 6.95 (m, 1H), 6.94 - 6.89 (m, 2H), 5.75 (s, 1H), 5.36 (dd, J = 5.2, 12.4 Hz, 1H), 3.95 (d, J= 2.4 Hz, 2H), 3.63 (s, 3H), 3.10 - 3.02 (m, 4H), 2.94 - 2.82 (m, 2H), 2.69 (dd, J= 4.4, 12.8 Hz, 2H), 2.64 - 2.59 (m, 1H), 2.05 - 1.91 (m, 1H), 1.43 (s, 9H), 1.22 - 1.15 (m, 1H). LC-MS (ESI ⁺ ) m/z 444.1 (M+H) ⁺ .

Step 2 - 3-(3-Methyl-2-oxo-4-piperazin-l-yl-benzimidazol-l-yl)piperid ine-2, 6-dione

[1553] To a solution of tert-butyl 4-[l-(2,6-dioxo-3-piperidyl)-3-methyl-2-oxo-benzimidazol-4- yl]piperazine- 1 -carboxylate (120 mg, 270 pmol) in DCM (6 mL) was added TLA (1.17 g, 10.3 mmol), then the mixture was stirred at 25 °C for 0.5 hr. On completion, the mixture was concentrated in vacuo to give the title compound (110 mg, 88% yield) as purple solid. LC-MS (ESI ⁺ ) m/z 344.0 (M+H) ⁺ . Synthesis of 3-[4-[4-[[4-[(2R)-2-aminopropoxy]cyclohexyl]methyl]piperazin -l-yl]-3-methyl-2-oxo- benzimidazol-l-yl]piperidine-2, 6-dione (Intermediate NZ)

Step 1 - Tert-butyl N-[(lR)-2-[4-[[4-[l-(2,6-dioxo-3-piperidyl)-3-methyl-2-oxo-b enzimidazol-4- yl]piperazin- 1 -yl]methyl]cyclohexoxy]- l-methyl-ethyl]carbamate

[1554] To a solution of 3-(3-methyl-2-oxo-4-piperazin-l-yl-benzimidazol-l-yl)piperid ine-2, 6-dione (110 mg, 240 pmol, Intermediate NY) in THF (3 mL) was added TEA (24.3 mg, 240 pmol) until 11 8- 10. Then tert-butyl N-[(lR)-2-(4-formylcyclohexoxy)-l-methyl-ethyl]carbamate (130 mg, 455 pmol, Intermediate NU) in DMF (0.2 mL) and HO Ac (14.4 mg, 240 pmol) was added until the pH=4-5, and the mixture was stirred at -10 °C for 0.5 hr. Next, NaBH(OAc)3 (101 mg, 480 pmol) was added, then the mixture was stirred at -10 °C for 0.5 hr. On completion, the mixture was concentrated in vacuo to give the title compound (100 mg, 67% yield) as white solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 11.09 (s, 1H), 8.15 (s, 1H), 7.00 - 6.95 (m, 1H), 6.94 - 6.91 (m, 1H), 6.88 (d, J = 7.2 Hz, 1H), 6.60 (d, J= 8.0 Hz, 1H), 5.35(dd, J = 5.2, 12.8 Hz, 1H), 3.61 (s, 3H), 3.56 - 3.49 (m, 1H), 3.34 (s, 3H), 3.17 (dd, J= 6.8, 9.2 Hz, 2H), 2.94 - 2.81 (m, 6H), 2.69 - 2.63 (m, 3H), 2.14 (d, J= 7.2 Hz, 2H), 1.99 - 1.92 (m, 3H), 1.79 (d, J= 12.0 Hz, 2H), 1.46 (d, J= 4.0 Hz, 1H). LC-MS (ESH) m/z 613.3 (M+H) ⁺ .

Step 2 - 3-[4-[4-[[4-[(2R)-2-aminopropoxy]cyclohexyl]methyl]piperazin -l-yl]-3-methyl-2-oxo- benzimidazol- 1 -yl]piperidine-2, 6-dione

[1555] To a solution of tert-butyl N-[(lR)-2-[4-[[4-[l-(2,6-dioxo-3-piperidyl)-3-methyl-2-oxo- benzimidazol-4-yl]piperazin-l-yl]methyl]cyclohexoxy]-l-methy l-ethyl]carbamate (60.0 mg, 97.9 pmol) in DCM (1 mL) was added TFA (614 mg, 5.39 mmol), then the mixture was stirred at 25 °C for 0.5 hr. On completion, the mixture was concentrated in vacuo to give the title compound (55 mg, 79% yield) as brown oil. LC-MS (ESH) m/z 513.3 (M+H) ⁺ .

Synthesis of 4- [ [4- [(3S)-3-hydroxy-3-methyl-l-piperidyl] -5-(trifluoromethyl)pyriniidin-2-yl] amino] -

3-methyl-benzenesulfonyl chloride (Intermediate OA)

Step 1 - (3S)-l-[2-(4-benzylsulfanyl-2-methyl-anilino)-5-(trifluorome thyl)pyrimidin-4-yl]-3-methyl- piperidin-3-ol

[1556] To a mixture of N-(4-benzylsulfanyl-2-methyl-phenyl)-4-chloro-5-(trifluorome thyl)pyrimidin-2- amine (500 mg, 1.22 mmol, Intermediate EA) and (3S)-3-methylpiperidin-3-ol (140 mg, 1.22 mmol, CAS# 1200132-32-6) in DMF (5 mL) was added D1EA (236 mg, 1.83 mmol). The reaction mixture was then stirred at 25 °C for 3 hrs. On completion, the residue was diluted with water (10 mL), then the residue was extracted with EA (30 mL X 3). The combined organic layers were dried over \hbSO4, filtered and filtrate was concentrated in vacuo. The residue was purified by reverse phase (0.1% FA condition) to give the title compound (100 mg, 16% yield) as white solid. ¹ H NMR (400 MHz, DMSO-dg) δ 8.87 (s, 1H), 8.26 (s, 1H), 7.45 - 7.37 (m, 1H), 7.35 - 7.21 (m, 6H), 7.13 (d, J = 8.8 Hz, 1H), 5.75 (s, 1H), 4.43 (s, 1H), 4.19 (s, 2H), 3.56 - 3.46 (m, 1H), 3.39 - 3.30 (m, 2H), 2.17 (s, 3H), 1.78 - 1.68 (m, 1H), 1.61 - 1.50 (m, 2H), 1.42 (d, J = 2.4 Hz, 1H), 1.02 (s, 3H); LC-MS (ESI ⁺ ) m/z 489.6 (M+H).

Step 2 - 4-[[4-[(3S)-3-hydroxy-3-methyl-l-piperidyl]-5-(trifluorometh yl)pyrimidin-2-yl]amino]-3-methyl- benzenesulfonyl chloride

[1557] To a solution of (3S)-l-[2-(4-benzylsulfanyl-2-methyl-anilino)-5-(trifluorome thyl) pyrimidin-4-yl] -3-methyl-piperidin-3-ol (90.0 mg, 184 pmol) in ACN (1 mL), HOAc (0.1 mL) and H ₂ O (0.01 mL) was added NCS (73.7 mg, 552 pmol) in the dark. The reaction mixture was then stirred at 25 °C for 0.5 hr. On completion, the reaction was quenched with water (5 mL), then the mixture was extracted with EA (10 mL X 3). The combined organic layers were dried over Na2SC>4, filtered and filtrate was concentrated in vacuo to give the title compound (60.0 mg, 70% yield) as white oil. LC-MS (ESE) m/z 465.2 (M+H).

Synthesis of Tert-butyl N- [(1 S)-2- [4- [ [tert-butyl(diphenyl)silyl] oxymethyl] cyclohexoxy] -1-deuterio- l-methyl-ethyl]carbamate (Intermediate OB) and tert-butyl N-[(lR)-2-[4-[[tert- butyl(diphenyl)silyl] oxymethyl] cyclohexoxy]-l-deuterio-l-methyl-ethyl]carbamate (Intermediate OC)

Step 1 - l-[4-[[Tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy]-2-de uterio-propan-2-ol

[1558] To a solution of l-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy]propa n-2-one (3 g, 7.06 mmol, Intermediate NR) in trideuterio(deuteriooxy)methane (20 mL) was added sodium tetradeuterioboranuide (294 mg, 7.77 mmol) at 0 °C. Then the reaction was stirred at 25 °C for 1 hr. On completion, the reaction was quenched with NH4CI/D2O (3 mL) and concentrated in vacuo. The residue was dissolved with EA (70 mL). The organic layer was washed with water (50 mL X 2), dried over Na ₂ SO ₄ and concentrated in vacuo to give the title compound (2.7 g, 89% yield) as colorless oil. ^† HNMR (400 MHz, CDCl ₃ ) δ 7.69 - 7.63 (m, 4H), 7.46 - 7.36 (m, 6H), 3.53 - 3.45 (m, 3H), 3.25 - 3.17 (m, 2H), 2.09 - 2.03 (m, 2H), 1.89 - 1.82 (m, 2H), 1.56-1.47 (m, 1H), 1.27 - 1.19 (m, 2H), 1.14 (s, 3H), 1.06 (s, 9H), 1.04 - 0.94 (m, 2H). Step 2 - [2-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy]-l-d euterio-l-methyl-ethyl] methanesulfonate

[1559] To a solution of l-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy]-2-de uterio-propan-2-ol (2.6 g, 6.08 mmol) and TEA (1.85 g, 18.2 mmol, 2.54 mL) in DCM (30 mL) was added MsCl (1.31 g, 11.4 mmol, 885 pL) at 0 °C. The reaction was then stirred at 25 °C for 1 hr. On completion, the reaction was quenched with water (10 mL) and diluted with DCM (70 mL). The organic layer was washed with water (50 mL X 2), dried over Na ₂ SO ₄ and concentrated in vacuo to give the title compound (2.9 g, 94% yield). ¹ H NMR (400 MHz, CDCl ₃ ) 7.58 (dd, J= 1.6, 8.0 Hz, 4H), 7.38 - 7.28 (m, 6H), 3.50 - 3.43 (m, 2H), 3.39 (d, </= 6.0 Hz, 2H), 3.17-3.10 (m, 1H), 2.99 (s, 3H), 2.01 - 1.93 (m, 2H), 1.80 - 1.72 (m, 2H), 1.47 - 1.38 (m, 1H), 1.31 (s, 3H), 1.19 - 1.09 (m, 2H), 0.97 (s, 9H), 0.96 - 0.86 (m, 2H), LC-MS (ESP) m/z 506.3 (M+H) ⁺

Step 3 - l-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy]-2-de uterio-propan-2-amine

[1560] A solution of [2-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy]-l-d euterio-l -methyl- ethyl] methanesulfonate (1.3 g, 2.57 mmol) in NH3 H ₂ O (18.2 g, 124 mmol, 20 mL, 24% solution) and IPA (30 mL) was stirred under 50 psi at 70 °C for 48 hrs in a 100 mL of sealed tube. On completion, the reaction was concentrated in vacuo. Then the residue was dissolved with DCM (80 mL) and washed with water (50 mL X 2). The organic layer was dried over Na ₂ SO ₄ and concentrated in vacuo to give the title compound (2 g, 91% yield) as yellow oil. LC-MS (ESI ⁺ ) m/z 427.3 (M+H) ⁺ .

Step 4 - Tert-butyl N-[2-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy]-l -deuterio-l-methyl- ethylcarbamate

[1561] To a solution of l-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy]-2-de uterio-propan-2- amine (1.8 g, 4.22 mmol) in DCM (20 mL) was added TEA (853 mg, 8.44 mmol, 1.17 mL) and BOC2O (1.01 g, 4.64 mmol, 1.07 mL). The mixture was then stirred at 20 °C for 1 hr. On completion, the reaction was concentrated in vacuo. The crude product was purified by column chromatography (SiO ₂ , PE: EA=50: 1 to 3: 1, PE: EA=5: 1, Rf = 0.4) to give the title compound (2.8 g) yellow oil. LC-MS (ESP) m/z 427.3 (M- 100+H) ⁺ .

Step 5 - Tert-butyl N-[(lS)-2-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexo xy]-l-deuterio-l-methyl- ethyl]carbamate and tert-butyl N-[(lR)-2-[4-[[tert-butyl(diphenyl)silyl]oxymethyl] cyclohexoxy]- 1- deuterio- 1 -methyl-ethyl]carbamate

[1562] Tert-butyl N- [2- [4- [ [tert-butyl(diphenyl)silyl] oxymethyl] cyclohexoxy] - 1 -deuterio- 1 -methyl- ethyl]carbamate (2.8 g) was separated by SEC (column: DAICEL CH1RALPAK AD(250mm*30mm, 10um);mobile phase: [CO2-i-PrOH(0.1%NH3H ₂ O)];B%:15%, isocratic elution mode) to give tert-butyl N- [( 1 S)-2-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexoxy]- 1-deuterio- 1 -methyl- ethyl] carbamate (600 mg, 22% yield) as yellow oil ( ¹ H NMR (400 MHz, DMSO-c/ ₆ ) δ 7.60 (d, J= 6.4 Hz, 4H), 7.50 - 7.34 (m, 6H), 6.59 (s, 1H), 3.45 (d, J= 5.6 Hz, 2H), 3.30 (s, 1H), 3.20 - 3.08 (m, 2H), 1.96 (d, J= 9.6 Hz, 2H), 1.76 (d, J = 11.6 Hz, 2H), 1.50 - 1.43 (m, 1H), 1.38 (s, 9H), 1.19 - 1.02 (m, 4H), 1.01 - 0.95 (m, 12H), LC- MS (ESE) m/z AT1A (M-100+H) ⁺ ) and tert-butyl-N-[(lR)-2-[4-[[tert- butyl(diphenyl)silyl]oxymethyl]cyclohexoxy]-l-deuterio-l-met hyl- ethylcarbamate (570 mg, 21% yield) as yellow oil ( ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 7.59 (s, 4H), 7.45 (s, 6H), 6.81 - 6.51 (m, 1H), 3.50 - 3.41 (m, 2H), 3.31 - 3.26 (m, 1H), 3.21 - 3.07 (m, 2H), 1.96 (d, J = 10.8 Hz, 2H), 1.83 - 1.69 (m, 2H), 1.52 - 1.45 (m, 1H), 1.38 (s, 9H), 1.09 (d,J= 11.6 Hz, 4H), 1.00 (s, 12H); LC-MS (ESI ⁺ ) m/z 427.1 (M-100+H) ⁺ ). The absolute stereochemistry was assigned by comparison with a reference.

Synthesis of Tert-butyl N-[(lR)-l-deuterio-2-(4-formylcyclohexoxy)-l-methyl-ethyl]ca rbamate

Step 1 - 3-[4-[4-[[2-[4-[(6-Chloro-8-cyclopentyl-7-oxo-pyrido[2,3-d]p yrimidin-2-yl)amino]-3-methyl- phenyl]sulfonyl-7-azaspiro[3.5]nonan-7-yl]methyl]-l-piperidy l]-3-ethoxy-anilino]piperidine-2, 6-dione [1563] To a solution of tert-butyl N-[(lR)-2-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexo xy]-l- deuterio-l-methyl-ethyl]carbamate (700 mg, 1.33 mmol, Intermediate OC) in THF (3 mL) was added TBAF (1 M, 1.99 mL), the mixture was then stirred at 25 °C for 1 hr. On completion, the reaction mixture was dilutedwith EA(lO mL) and washed with water (10 mLX 2), the organic layer was dried over Na ₂ SO ₄ , filtered and concentrated in vacuo. The residue was purified by column chromatography (SiO?, PE: EA=10: l to PE: EA=1:1) to give the title compound (380 mg, 99% yield) as yellow oil. ¹ H NMR (400 MHz, DMSO-4) 5 6.59 (s, 1H), 3.30 (s, 2H), 3.21 - 3.17 (m, 2H), 3.15 (s, 1H), 3.14 - 3.06 (m, 1H), 1.95 (d, </= 10.0 Hz, 2H), 1.72 (d, J= 11.2 Hz, 2H), 1.38 (s, 9H), 1.32 - 1.24 (m, 1H), 1.13 - 1.01 (m, 2H), 0.98 (s, 3H), 0.94 - 0.81 (m, 2H).

Step 2 - Tert-butyl N-[(lR)-l-deuterio-2-(4-formylcyclohexoxy)-l-methyl-ethyl]ca rbamate [1564] To a solution of tert-butyl N-[(lR)-l-deuterio-2-[4-(hydroxymethyl)cyclohexoxy]-l-methyl -ethyl] carbamate (370 mg, 1.28 mmol) in DCM (6 mL) was added DMP (707 mg, 1.67 mmol, 516 pL) at 0 °C, then the reaction was stirred at 25 °C for 0.5 hr. On completion, the reaction mixture was quenched with saturated Na^S^Os solution (10 mL) and saturated NaHCCL (10 mL) under stirring for 10 min. The mixture was then extracted with DCM (2 X 10 mL). The combined organic layers were dried over Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (350 mg, 95% yield) as yellow oil. LC-MS (ESI ⁺ ) m/z 287.2 (M+H) ⁺ .

Synthesis of Tert-butyl N-[(lR)-l-deuterio-2-(4-formylcyclohexoxy)-l-methyl-ethyl]ca rbamate (Intermediate OE)

Step 1 - Tert-butyl N-[(lR)-l-deuterio-2-[4-[[4-[l-(2,6-dioxo-3-piperidyl)-4-flu oro-3-methyl-2-oxo- benzimidazol-5-yl]piperazin-l-yl]methyl]cyclohexoxy]-l-methy l-ethyl]carbamate

[1565] To a solution of 3-(4-fluoro-3-methyl-2-oxo-5-piperazin-l-yl-benzimidazol-l-y l)piperidine-2,6- dione (580 mg, 1.22 mmol, TFA, Intermediate NV) in THF (2 mL) was added TEA (618 mg, 6.11 mmol, 850 pL), HOAc (220 mg, 3.67 mmol, 209 pL) and tert-butyl N-[(lR)-l-deuterio-2-(4-formylcyclohexoxy)- 1-methyl-ethyl]carbamate (350 mg, 1.22 mmol, Intermediate OD) at 0 °C. Then the mixture was stirred at 25 °C for 0.3 hr, and NaBH(OAc)3 (388 mg, 1.83 mmol) was added and the reaction was stirred at 25 °C for 0.5 hr. On completion, the reaction was quenched with water (5 mL) and concentrated in vacuo. The reaction was purified by prep-HPLC (column: Phenomenex luna C18 150*25mm* lOum; mobile phase: [water (FA)-ACN]; gradient: 15%-45% B over 10 min) to give the title compound (220 mg, 28% yield) as white solid. ^† H NMR (400 MHz, DMSO-d ₆ ) δ 11.12 (s, 1H), 6.96 - 6.84 (m, 1H), 6.80 - 6.69 (m, 1H), 6.61 (s, 1H), 5.40 - 5.29 (m, 1H), 3.48 (s, 3H), 3.32 - 3.29 (m, 2H), 3.17 (d, J= 9.6 Hz, 2H), 3.02 - 2.84 (m, 4H), 2.81 - 2.54 (m, 4H), 2.46 - 2.36 (m, 2H), 2.13 (s, 1H), 2.09 - 1.87 (m, 4H), 1.84 - 1.76 (m, 2H), 1.53 - 1.41 (m, 1H), 1.38 (s, 9H), 1.20 - 1.06 (m, 2H), 0.99 (s, 3H), 0.96 - 0.74 (m, 2H).

Step 2 - Tert-butyl N-[(lR)-l-deuterio-2-(4-formylcyclohexoxy)-l-methyl-ethyl]ca rbamate

[1566] A solution of tert-butyl N-[(lR)-l-deuterio-2-[4-[[4-[l-(2,6-dioxo-3-piperidyl)-4-flu oro-3-methyl-

2- oxo-benzimidazol-5-yl]piperazin-l-yl]methyl]cyclohexoxy]-l-m ethyl-ethyl]carbamate (70 mg, 110 pmol) in DCM (0.9 mL) and TFA (0.3 mL) was stirred at 25°C for 0.5 hr. On completion, the mixture was concentrated in vacuo to give the title compound (70 mg, 97% yield, TFA) as yellow oil. LC-MS (ESI ⁺ ) m/z 532.1 (M+H) ⁺ .

Synthesis of Benzyl 4-((ls,3s)-3-((tert-butoxycarbonyl)amino)-3-methylcyclobutyl )piperazine-l- carboxylate (Intermediate OF) and benzyl 4-((lr,3r)-3-((tert-butoxycarbonyl)amino)-3- methylcyclobutyl)piperazine-l-carboxylate (Intermediate OG)

Step 1 - Benzyl 4-[3-(tert-butoxycarbonylamino)-3-methyl-cyclobutyl]piperazi ne-l-carboxylate

[1567] To a solution of benzyl piperazine- 1 -carboxylate (2.21 g, lO.O mmol, 1.94 mL, CAS# 31166-44-6) and tert-butyl N-(l-methyl-3-oxo-cyclobutyl)carbamate (2.00 g, 10.0 mmol, CAS# 1523617-99-3) in THF (20 mL) was added HOAc (602 mg, 10.0 mmol, 574 pL) until the pl 1=4, then the mixture was stirred at 25 °C for 0.1 hr. Finally NaBH(OAc)3 (3.19 g, 15.0 mmol) was added and the mixture was stirred at 25 °C for 0.5 hr. On completion, the reaction mixture was filtered and concentrated in vacuo to give a residue. The residue was purified by reversed-phase (0.1 % FA condition) to give the title compound (1.10 g, 27% yield) as white solid. ¹ H NMR (400 MHz, DMSO-A) δ 7.37 (s, 5H), 7.13 - 6.98 (m, 1H), 5.09 (s, 2H), 2.44 (s, 4H), 2.15 (s, 5H), 1.39- 1.37 (m, 12H), 1.32- 1.28 (m, 4H). LC-MS (ESI ⁺ ) m/z 404. 1 (M + H) ⁺ .

Step 2 - Benzyl 4-((ls,3s)-3-((tert-butoxycarbonyl)amino)-3-methylcyclobutyl )piperazine-l-carboxylate and benzyl 4-((lr,3r)-3-((tert-butoxycarbonyl)amino)-3-methylcyclobutyl )piperazine-l-carboxylate

[1568] Benzyl 4-[3-(tert-butoxycarbonylamino)-3-methyl-cyclobutyl]piperazi ne-l -carboxylate was separated by SFC (column: DAICEL CHIRALPAK AD(250mm*50mm,10um); mobile phase: [CO2- ACN/EtOH(0.1%IPAm)];B%:45%, isocratic elution mode) to give the first fraction ds-benzyl 4-[3-(tert- butoxycarbonylamino)-3-methyl-cyclobutyl]piperazine-l-carbox ylate (1.1 g, 61% yield) as a yellow solid ( ¹ H NMR (400MHz, CDCl ₃ ) δ 7.30 - 7.23 (m, 5H), 5.05 (s, 2H), 4.63 (br s, 1H), 3.50 - 3.40 (m, 4H), 2.52 - 2.43 (m, 1H), 2.24 - 2.16 (m, 6H), 2.03 - 1.93 (m, 2H), 1.35 (s, 12H). LC-MS (ESI ⁺ ) m/z 404.1 (M + H) ⁺ ); and the second fraction fra/w- benzyl 4-[3-(tert-butoxycarbonylamino)-3-methyl- cyclobutyl]piperazine- 1 -carboxylate (0.45 g, 25% yield as a yellow solid ( ¹ H NMR (400MHz, CDCE) δ 7.29 - 7.22 (m, 5H), 5.06 (s, 2H), 3.47 - 3.42 (m, 4H), 2.79 - 2.69 (m, 1H), 2.32 - 2.14 (m, 6H), 1.82 - 1.74 (m, 2H), 1.37 (s, 9H), 1.34 (s, 3H). LC-MS (ESI ⁺ ) m/z 404.0 (M + H) ⁺ ). The absolute stereochemistry of the diastereomers was assigned by 2 D NMR.

Synthesis of Benzyl 4-((ls,3s)-3-((tert-butoxycarbonyl)amino)-3-methylcyclobutyl )piperazine-l- carboxylate (Intermediate OH)

[1569] To a solution of benzyl 4-((ls,3s)-3-((tert-butoxycarbonyl)amino)-3-methylcyclobutyl )piperazine- 1- carboxylate (500 mg, 1.24 mmol, Intermediate OF) in MeOH (10 mL) was added Pd/C (500 mg, 469 pmol, 10 wt%), then the mixture was stirred at 25 °C for 3 hrs under H2 atmosphere ( 15 Psi). On completion, the reaction mixture was filtered and concentrated in vacuo to give the title compound (300 mg, 89% yield) as gray solid. ¹ H NMR (400 MHz, DMSO-t/ ₆ ) δ 6.94 (s, 1H), 3.23 - 3.13 (m, 1H), 2.29 - 2.06 (m, 6H), 2.05 - 1.76 (m, 6H), 1.36 (s, 10H), 1.28 (s, 3H). LC-MS (ESI ⁺ ) m/z 270.2 (M+H) ⁺ .

Synthesis of 3-(5-(4-((4-((lS,3s)-3-amino-3-methylcyclobutyl)piperazin-l- yl)methyl)piperidin-l-yl)- 4-fhioro-3-methyl-2-oxo-2,3-dihydro-lH-benzo[d]imidazol-l-yl )piperidine-2, 6-dione (Intermediate 01)

Step 1 - Tert-butyl((ls,3s)-3-(4-((l-(l-(2,6-dioxopiperidin-3-yl)-4-f luoro-3-methyl-2-oxo-2,3-dihydro - 1 H-benzo [d]imidazol-5-yl)piperidin-4-yl)methyl)piperazin- 1 -yl)- 1 -methylcyclobutyl) carbamate

[1570] To a solution of tert-butyl ((ls,3s)-l-methyl-3-(piperazin-l-yl)cyclobutyl)carbamate (124 mg, 460 pmol, Intermediate OH) and l-[l-(2,6-dioxo-3-piperidyl)-4-fluoro-3-methyl-2-oxo-benzimi dazol-5- yl]piperidine-4- carbaldehyde (100 mg, 230 pmol, Intermediate MZ) inTHF (2 mL) was added HOAc (230 pmol, 13.1 pL) until the pH=4, then the mixture was stirred at 25 °C for 0.1 hr. Then, NaBH(OAc)3 (73.1 mg, 345 pmol) was added and the mixture was stirred at 25 °C for 0.5 hr. On completion, the reaction mixture was quenched with I EO (1 mL) at 0 °C, the resulting mixture was filtered and the filtrate was concentrated under reduced pressure to give a residue. Then the residue was purified by reversed-phase (0.1% FA condition) to give the title compound (80.0 mg, 54% yield) as white solid. ¹ H NMR (400 MHz, DMSO-Gk) δ 8.23 (s, 1H), 7.00 - 6.89 (m, 1H), 6.84 (d, J= 8.8 Hz, 1H), 6.78 - 6.68 (m, 1H), 5.32 (dd, J = 5.2, 12.8 Hz, 1H), 3.46 (s, 3H), 2.91 - 2.86 (m, 1H), 2.38 - 2.22 (m, 6H), 2.22 - 2.12 (m, 4H), 2.07 - 1.97 (m, 4H), 1.95 - 1.88 (m, 6H), 1.83 - 1.73 (m, 3H), 1.65 - 1.56 (m, 1H), 1.37 (s, 10H), 1.28 (s, 3H), 1.23 (s, 2H). LC-MS (ESI ⁺ ) m/z 642.3 (M+H) ⁺ .

Step 2 - 3-(5-(4-((4-((lS,3s)-3-amino-3-methylcyclobutyl)piperazin-l- yl)methyl)piperidin-l-yl)-4-fluoro- 3-methyl-2-oxo-2,3-dihydro-lH-benzo[d]imidazol-l-yl)piperidi ne-2, 6-dione [1571] To a solution of tert-butyl ((ls,3s)-3-(4-((l-(l-(2,6-dioxopiperidin-3-yl)-4-fluoro-3-me thyl-2-oxo- 2,3-dihydro-lH-benzo[d]imidazol-5-yl)piperidin-4-yl)methyl)p iperazin-l-yl)-l- methylcyclobutyl)carbamate (80.0 mg, 124 pmol) in DCM (1 mL) was added TFA (124 pmol, 9.26 pL), then the mixture was stirred at 25 °C for 0.5 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (70.0 mg, 85% yield) as a yellow oil. LC-MS (ESI ⁺ ) m/z 542.3 (M+H) ⁺ .

Synthesis of Tert-butyl ((lr,3r)-l-methyl-3-(piperazin-l-yl)cyclobutyl)carbamate (Intermediate OJ)

[1572] To a solution of benzyl 4-[3-(tert-butoxycarbonylamino)-3-methyl-cyclobutyl]piperazi ne-l- carboxylate (450 mg, 1.12 mmol, Intermediate OG) in MeOH (20 mL) was added Pd/C (4.50 g, 4.23 mmol, 10 wt%) under Ar atomsphere, and then the mixture was stirred at 15 °C for 1 hr under H2 atomsphere (50 psi). On completion, the reaction mixture filtered and concentrated in vacuo to give the title compound (220 mg, 73% yield) as a black solid. LC-MS (ESI ⁺ ) m/z 270.4 (M+H) ⁺ .

Synthesis of 3-(5-(4-((4-((lr,3r)-3-amino-3-methylcyclobutyl)piperazin-l- yl)methyl)piperidin-l-yl)- 4-fhioro-3-methyl-2-oxo-2,3-dihydro-lH-benzo[d]imidazol-l-yl )piperidine-2, 6-dione (Intermediate OK)

OK

Step 1 - Tert-butyl ((lr,3r)-3-(4-((l-(l-(2,6-dioxopiperidin-3-yl)-4-fluoro-3-me thyl-2-oxo-2,3-dihydro-lH- benzo[d]imidazol-5-yl)piperidin-4-yl)methyl)piperazin- 1 -yl)- 1 -methylcyclobutyl)carbamate

[1573] To a solution of czs-tert-butyl N-(l-methyl-3-piperazin-l-yl-cyclobutyl)carbamate (162 mg, 603 pmol, Intermediate OJ) in THF (5 mL) was added and HOAc (20.1 mg, 334 pmol) and l-[l-(2,6-dioxo-3- piperidyl)-4-fluoro-3-methyl-2-oxo-benzimidazol-5-yl]piperid ine-4-carbaldehyde (130 mg, 334 pmol, Intermediate MZ) and the reaction mixture was stirred at 25 °C for 0.5 hr. ThenNaBH(OAc)3 (177 mg, 836 pmol) was added, and the resulting mixture was stirred at 25 °C for another 1.5 hr. On completion, the reaction mixture filtered and concentrated in vacuo to give the residue. The residue was purified by reserve column (0.1% FA) to give the title compound (210.0 mg, 98% yield) as a black oil. ¹ H NMR (400 MHz, CD ₃ OD-d ₄ ) δ 8.33 (br s, 1H), 6.77 - 6.64 (m, 1H), 5.45 - 5.11 (m, 1H), 3.62 - 3.34 (m, 3H), 3.31 - 3.24 (m, 1H), 2.98 - 2.53 (m, 8H), 2.52 - 2.19 (m, 4H), 2.15 - 1.50 (m, 5H), 1.46 - 1.22 (m, 12H). LC-MS (ESI ⁺ ) m/z 642.4 (M+H) ⁺ .

Step 2 - 3-(5-(4-((4-((lr,3r)-3-amino-3-methylcyclobutyl)piperazin-l- yl)methyl)piperidin-l-yl)-4-fluoro- 3-methyl-2-oxo-2,3-dihydro-lH-benzo[d]imidazol-l-yl)piperidi ne-2, 6-dione

[1574] To a solution of tert-butyl N-[3-[4-[[l-[l-(2,6-dioxo-3-piperidyl)-4-fluoro-3-methyl-2-o xo- benzimidazol-5-yl]-4-piperidyl]methyl]piperazin-l-yl]-l-meth yl-cyclobutyl]carbamate (130 mg, 202 pmol) in DCM (4 mL) was added TFA (2 mL), and then the mixture was stirred at 15 °C for 1 hr. On completion, the reaction mixture concentrated in vacuo to give the title compound (128 mg, 96% yield) as a black solid. LC-MS (ESI ⁺ ) m/z 542.3 (M+H) ⁺ .

Synthesis of 3-(3-Methyl-4-piperazin-l-yl-anilino)piperidine-2, 6-dione (Intermediate OL)

Step 1 - Tert-butyl 4-(2-methyl-4-nitro-phenyl)piperazine-l -carboxylate

[1575] To a solution of l-fluoro-2-methyl-4-nitro-benzene (2.00 g, 12.89 mmol) and tert-butyl piperazine - 1 -carboxylate (2.88 g, 15.5 mmol) in DMF (40 mL) was added K ₂ CO ₃ (1.78 g, 12.9 mmol), then the mixture was stirred at 80 °C for 24 hrs. On completion, the mixture was filtered, diluted with water (60 mL) and extracted with PE (50 mL). The combined organic layers with dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the residue. The residue was purified by column chromatography (SiO ₂ , PE: EA=50: 1 to 30: 1) to give the title product (2.83 g, 68% yield) as yellow solid. ¹ H NMR (400 MHz, DMSO- d</) 5 ppm 7.53 - 7.61 (m, 2 H) 6.68 (d, >8.80 Hz, 1 H) 3.03 (s, 4 H) 2.79 - 2.92 (s, 4 H) 1.89 (s, 3 H) 0.97 (s, 9 H). LC-MS (ESI ⁺ ) m/z 266.0 (M-56) ⁺ .

Step 2 - Tert-butyl 4-[2-[4-[l-(2,6-dioxo-3-piperidyl)-4-fluoro-3-methyl-2-oxo-b enzimidazol-5- yl]piperazin- 1 -yl]ethyl]piperidine- 1 -carboxylate

[1576] To a solution of tert-butyl 4-(2-methyl-4-nitro-phenyl)piperazine-l -carboxylate (1.40 g, 4.36 mmol) in THF (50 mL) was added Pd/C (1.00 g, 10 wt%) and purged with H2 for three times, then the mixture was stirred at 25 °C for 2 hrs. On completion, the mixture was concentrated in vacuo to give the title compound (1.10 g, 87% yield) as yellow solid. LC-MS (ESI ⁺ ) m/z 292.2 (M+H) ⁺ .

Step 3 - Tert-butyl 4-[4-[(2,6-dioxo-3-piperidyl)amino]-2-methyl-phenyl]piperazi ne-l-carboxylate [1577] To a solution of tert-butyl 4-(4-amino-2-methyl-phenyl)piperazine-l -carboxylate (500 mg, 1.72 mmol) and 3-bromopiperidine-2, 6-dione (494 mg, 2.57 mmol) in DMF (10 mL) was added NaHCCh (432 mg, 5.15 mmol), then the mixture was stirred at 65 °C for 16 hos. On completion, the reaction mixture was added ice-water (100 mL) and stirred for 5 minutes, the sediment was filtered through the buchner funnel to obtain the solid title product (670 mg, 97% yield) as black solid. ¹ H NMR (400 MHz, DMSO-tL) 5 ppm 10.58 (s, 1 H) 6.66 (d, >8.40 Hz, 1 H) 6.37 (s, 1 H) 6.31 (d, J=7.24 Hz, 1 H) δ.32 (d, >7. 12 Hz, 1 H) 3.26 (s, 4 H) 2.73 (s, 2 H) 2.58 (s, 2 H) 2.35 (s, 2 H) 2.01 (s, 3 H) 1.94 (m, J=12.4, 3.13 Hz, 1 H) 1.61 - 1.75 (m, 1 H) 1.26 (s, 9 H). LC-MS (ESI ⁺ ) m/z 403.1 (M+H) ⁺ .

Step 4 - 3-(3-Methyl-4-piperazin-l-yl-anilino)piperidine-2, 6-dione

[1578] To a solution of tert-butyl 4-[4-[(2, 6-dioxo-3-piperidyl)amino]-2-methyl-phenyl]piperazine-l- carboxylate (300 mg, 745 umol) in DCM (4 mL) was added TFA (1 mL), then the mixture was stirred at 25 °C for 1 hr. On completion, the mixture was concentrated in vacuo to give the title compound (180 mg, 79% yield) as brown solid. LC-MS (ESL) m/z 303.3 (M+H) ⁺ .

Synthesis of 3-[4-[4-[[4-[(2R)-2-aminopropoxy]cyclohexyl]methyl]piperazin -l-yl]-3-methyl-anilino]

OM

Step 1 - Tert-butyl N-[(lR)-2-[4-[[4-[4-[(2,6-dioxo-3-piperidyl)amino]-2-methyl- phenyl]piperazin-l- yl]methyl]cyclohexoxy]-l-methyl-ethyl]carbamate [1579] To a solution of 3-(3-methyl-4-piperazin-l-yl-anilino)piperidine-2, 6-dione (185 mg, 444 nmol. Intermediate OL) in THF (1 mL) was added TEA (44.9 mg, 444 pmol) until pl H8- 10. Then tert-butyl N- [(lR)-2-(4-formylcyclohexoxy)-l-methyl-ethyl]carbamate (200 mg, 700 pmol, Intermediate NU) in DMF (0. 1 mL) and HOAc (26.7 mg, 444 pmol) was added until p 11 4-5, then the mixture was stirred at -10 °C for 0.5 hr. Next, NaBH(OAc)3 (188 mg, 888 pmol) was added to the mixture and the mixture was stirred at -10 °C for 0.5 hr. On completion, the mixture was filtered and concentrated in vacuo to give the residue. The residue was purified by prep-HPLC (column: Welch Xtimate C18 150*25mm*5um; mobile phase: [water (FA)-ACN]; gradient: 12%-42%B) to give the title compound (130 mg, 51% yield) as red solid, ¹ H NMR (400 MHz, DMSO-d _fi ) δ 10.75 (s, 1H), 6.83 (d, J= 8.4 Hz, 1H), 6.59 (d, 7.2 Hz, 1H), 6.53 - 6.47

(m, 1H), 5.75 (s, 1H), 5.49 (d, J= 7.2 Hz, 1H), 3.55 - 3.50 (m, 1H), 3.38 - 3.33 (m, 6H), 3.20 - 3.10 (m, 3H), 2.78 (s, 3H), 2.71-2.65 (m, 2H), 2.59-2.48 (m, 1H), 2.54 (d, J = 4.4 Hz, 1H), 2.14 (s, 3H), 2.11 - 2.05 (m, 1H), 1.95 (d, J= 9.6 Hz, 2H), 1.79 (d, J= 12.0 Hz, 2H), 1.53 (s, 1H), 1.37 (s, 9H), 1.26 - 1.19 (m, 1H), 1.14 - 1.06 (m, 2H), 0.99 (d, J= 6.4 Hz, 3H), 0.93 - 0.84 (m, 2H). LC-MS (ESI ⁺ ) m/z 572.2 (M+H) ⁺ .

Step 2 - 3-[4-[4-[[4-[(2R)-2-aminopropoxy]cyclohexyl]methyl]piperazin -l-yl]-3-methyl-anilino] piperidine-2, 6-dione

[1580] To a solution of tert-butyl N-[(lR)-2-[4-[[4-[4-[(2,6-dioxo-3-piperidyl)amino]-2-methyl- phenyl] piperazin-l-yl]methyl]cyclohexoxy]-l-methyl-ethyl]carbamate (100 mg, 174 pmol) in DCM (2.0 mL) was added TFA (590 mg, 5.18 mmol), then the mixture was stirred at 25 °C for 0.5 hr. On completion, the mixture was concentrated in vacuo to give the title compound (100 mg, 97% yield) as black oil. LC-MS (ESI ⁺ ) m/z 472.1 (M+H) ⁺ .

Synthesis of 4-[[7 ^† -[(lR,3R)-3-[tert-butyl(diphenyl)silyl]oxycyclohexyl]- 6 ^† -oxo-spiro[cyclopropane- l,5 ^† -pyrrolo[2,3-d]pyrimidine]-2 ^† -yl]amino]-3-methyl-benzenesulfonyl chloride (Intermediate ON)

Step 1 Ethyl 1 - [4- [[( 1 R,3R)-3-hydroxycyclohexyl]amino]-2-methylsulfanyl-pyrimidin- 5- yl]cyclopropanecarboxylate

To a mixture of ethyl l-(4-chloro-2-methylsulfanyl-pyrimidin-5-yl)cyclopropanecarb oxylate (2.50 g, 9.17 mmol, synthesized via Step 1 of Intermediate NP) and (lR,3R)-3-aminocyclohexanol hydrochloride (2.59 g, 13.7 mmol, HC1, CAS# 1817645-57-0) in dioxane (30 mL) was added CS2CO3 (8.96 g, 27.5 mmol) and 1 ,3 -bis [2,6-bis( 1 -propylbutyl)phenyl]-4,5-dichloro-2H-imidazol- 1 -ium-2-ide 3 - chloropyridine;dichloropalladium (891 mg, 916 pmol) under N2. The reaction mixture was stirred at 100 °C for 12 hrs. On completion, the residue was diluted with water (20 mL), then the residue was extracted with EA (3 X 50 mL). The combined organic layers were dried over Na ₂ SO ₄ , filtered and filtrate was concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , PE:EA=50: l to PE:EA=5: 1) to give the title compound (3.40 g, 52% yield) as red solid. ¹ H NMR (400 MHz, DMSO-t#>) δ 8.08 (s, 1H), 5.75 (s, 1H), 4.67 (ddd, J= 3.6, 8.8, 12.4 Hz, 1H), 4.58 (d, J = 2.8 Hz, 1H), 4.48 - 4.37 (m, 1H), 4.10 (d, J= 2.0 Hz, 1H), 4.06 - 3.92 (m, 1H), 2.48 - 2.38 (m, 2H), 2.21 (dq, ./~ 3.6, 12.8 Hz, 1H), 1.86

- 1.73 (m, 4H), 1.72 - 1.62 (m, 4H), 1.62 - 1.49 (m, 5H), 1.42 - 1.27 (m, 2H).

Step 2 - 7 ^† -[(lR,3R)-3-hydroxycyclohexyl]-2 ^† -methylsulfanyl-spiro[cyclopropane-l,5 ^† -pyrrolo[2,3- d]pyrimidine]-6 ^† -one

[1581] To a solution of ethyl l-[4-[[(lR,3R)-3-hydroxycyclohexyl]amino]-2-methylsulfanyl-p yrimidin-5- yl] cyclopropanecarboxylate (4.30 g, 12.2 mmol) in THF (50 mL) was added NaH (978 mg, 24.4 mmol, 60% dispersion in mineral oil) at 0 °C. The reaction mixture was stirred at 25 °C for 1 hr. On completion, the residue was quenched with NH4CI (5 mL), diluted with water (20 mL), then the residue was extracted with EA (3 X 50 mL). The combined organic layers were dried over Na ₂ SO ₄ , filtered and filtrate was concentrated in vacuo to give the title compound (3.70 g, 99% yield) as red solid, ¹ H NMR (400 MHz, DMSO-ds) δ 8.10 - 8.04 (m, 1H), 5.75 (s, 1H), 4.73 - 4.63 (m, 1H), 4.58 (d, J = 2.4 Hz, 1H), 4.11 (s, 1H), 2.47 - 2.40 (m, 1H), 2.26 - 2.16 (m, 1H), 1.99 (s, 1H), 1.80 - 1.73 (m, 3H), 1.71 - 1.51 (m, 7H), 1.43 - 1.31 (m, 1H). LC-MS (ESI ⁺ ) m/z 306.2 (M+H).

Step 3 - 7 ^† -[(lR,3R)-3-[tert-butyl(diphenyl)silyl]oxycyclohexyl]- 2 ^† -methylsulfanyl-spiro[cyclopropane- l,5 ^† -pyrrolo[2,3-d]pyrimidine]-6 ^† -one

[1582] To a mixture of 7 ^† -[(lR,3R)-3-hydroxycyclohexyl]-2 ^† -methylsulfanyl -spiro[cyclopropane-l,5 ^† - pyrrolo [2,3-d]pyrimidine]-6 ^† -one (3.70 g, 12.1 mmol) in DCM (5 mL) was added TBDPSC1 (5.00 g, 18,1 mmol) and imidazole (2.47 g, 36.3 mmol). The reaction mixture was then stirred at 25 °C for 1 hr. On completion, the residue was diluted with water (20 mL), then the residue was extracted with EA (3 X 50 mL). The combined organic layer was dried over Na ₂ SO ₄ , filtered and filtrate was concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , PE: EA=50: 1 to PE:EA=5: 1) to give the title compound (4 g, 60% yield) as red solid. ’ll NMR (400 MHz, DMSO-dg) δ 8.11 - 8.06 (m, 1H), 7.62 (d, J = 6.4 Hz, 4H), 7.48 - 7.31 (m, 6H), 5.00 - 4.86 (m, 1H), 4.25 (s, 1H), 2.47 (s, 3H), 2.37 - 2.19 (m, 2H), 2.00

- 1.84 (m, 1H), 1.81 - 1.72 (m, 3H), 1.67 - 1.54 (m, 5H), 1.31 (t, J = 12.4 Hz, 1H), 1.06 (s, 9H); LC-MS (ESI ⁺ ) m/z 544.9 (M+H).

Step 4 - 7 ^† - [( 1 R,3 R)-3 - [tert-butyl(diphenyl)silyl] oxycyclohexyl]-2 ^† -methylsulfonyl-spiro [cyclopropane - l,5 ^† -pyrrolo[2,3-d]pyrimidine]-6 ^† -one

[1583] To a mixture of 7 ^† -[(lR,3R)-3-[tert-butyl(diphenyl)silyl]oxycyclohexyl]- 2 ^† -methylsulfanyl-spiro [cyclopropane- 1, 5 ^† -pyrrolo[2,3-d]pyrimidine]-6 ^† -one (3.50 g, 6.44 mmol) in DCM (5 mL) was added m- CPBA (5.23 g, 25.7 mmol, 85% solution). The reaction mixture was then stirred at 25 °C for 1 hr. On completion, the reaction mixture was quenched by saturated Na2SO3(50 mL) at 25 °C, and then stirred for 30 minutes. The mixture was extracted with DCM (2 X 100 mL) then the combined organic layers were dried over Na2SC>4, filtered and concentrated in vacuo. The residue was purified by column chromatography (SiCh, PE: EA 10: 1 to PE:EA=1 :1) to give the title compound (3.30 g, 89% yield) as white solid. ^† H NMR (400 MHz, DMSO-de) δ 8.44 (s, 1H), 7.64 - 7.60 (m, 4H), 7.48 - 7.33 (m, 6H), 5.01 - 4.90 (m, 1H), 4.28 (s, 1H), 3.34 (s, 3H), 2.38 - 2.31 (m, 1H), 2.28 - 2.20 (m, 1H), 2.00 (d, J = 3.6 Hz, 2H), 1.92 (dd, J = 3.2, 16.4 Hz, 1H), 1.82 - 1.74 (m, 3H), 1.70 - 1.57 (m, 3H), 1.40 - 1.30 (m, 1H), 1.06 (s, 9H). LC-MS (ESI ⁺ ) m/z 576.2 (M+H).

Step 5 - 2 ^† -(4-Benzylsulfanyl-2-methyl-anilino)-7 ^† -[(lR,3R)-3-[tert- butyl(diphenyl)silyl]oxycyclohexyl]spiro[cyclopropane-l,5 ^† -pyrrolo[2,3-d]pyrimidine]-6 ^† -one

[1584] To a mixture of 7 ^† -[(lR,3R)-3-[tert-butyl(diphenyl)silyl]oxycyclohexyl]- 2 ^† -methylsulfonyl-spiro [cyclopropane- 1, 5 ^† -pyrrolo[2,3-d]pyrimidine]-6 ^† -one (500 mg, 868 pmol) and 4-benzylsulfanyl -2-methyl- aniline (199 mg, 868 pmol, Intermediate M) in DMF (1 mL) was added 4A molecular sieves (10.0 mg, 868 pmol) and t-BuOK (292 mg, 2.61 mmol). The reaction mixture was stirred at 25 °C for 1 hr. On completion, the residue was diluted with water (10 mL), then the residue was extracted with EA (3 X 30 mL). The combined organic layers were dried over Na ₂ SO ₄ , filtered and filtrate was concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , PE:EA=50:l to PE:EA=1 :1) and prep-HPLC (column: Phenomenex Luna C18 150*30mm*5um;mobile phase: [water (HCl)-ACN]; gradient: 70%- 100% B over 10 min) to give the title compound (200 mg, 15% yield) as yellow solid, ¹ H NMR (400 MHz, DMSO-de) δ 10.03 - 9.72 (m, 1H), 7.93 (s, 1H), 7.63 - 7.54 (m, 4H), 7.50 - 7.34 (m, 7H), 7.33 - 7.28 (m, 2H), 7.27 - 7.20 (m, 3H), 7.16 (t, J = 7.2 Hz, 2H), 4.82 (t, J = 12.4 Hz, 1H), 4.17 (s, 3H), 2.18 (s, 4H), 2.11 - 2.00 (m, 1H), 1.88 - 1.75 (m, 3H), 1.71 - 1.61 (m, 3H), 1.59 - 1.50 (m, 3H), 1.02 (s, 9H): LC-MS (ESI ⁺ ) m/z 725.8 (M+H).

Step 6 - 4-[[7 ^† -[(lR,3R)-3-[tert-butyl(diphenyl)silyl]oxycyclohexyl]- 6 ^† -oxo-spiro[cyclopropane-l,5 ^† - pyrrolo [2, 3 -d]pyrimidine] -2 ^† -yl] amino] -3 -methyl-benzenesulfonyl chloride

[1585] To a solution of 2 ^† -(4-benzylsulfanyl-2-methyl-anilino)-7 ^† -[(lR,3R)-3-[tert-butyl(diphenyl)silyl] oxycyclohexyl]spiro[cyclopropane-l,5 ^† -pyrrolo[2,3-d]pyrimidine]-6 ^† -one (60.0 mg, 82.7 pmol) inACN (2 mL) and AcOH (0.2 mL) was added H ₂ O (1.49 mg, 82.7 pmol) and NCS (33.1 mg, 248 pmol). The reaction mixture was stirred at 20 °C for 0.5 hr in the dark. On completion, the mixture was diluted with EA (20 mL) and washed with water (10 mL X 3). The organic layer was dried overNa ₂ SO ₄ , filtered and the filtrate was concentrated in vacuo to give the title compound (58 mg, 99% yield) as colorless oil. LC-MS (ESI ⁺ ) m/z 701.1 (M+H) ⁺ .

Synthesis of 3-[4-[4-[(4-Aminocyclohexyl)methyl]piperazin-l-yl]-3-methoxy -phenyl]piperidine-2,6- dione (Intermediate 00)

Step 1 - 2,6-Dibenzyloxy-3-(4-bromo-3-methoxy-phenyl)pyridine

[1586] A mixture of l-bromo-4-iodo-2-methoxy-benzene (4.9 g, 15.6 mmol, CAS# 755027-18-0), 2,6- dibenzyloxy-3-(4,4,5,5-tetramethyl-l,3,2-dioxaborolan-2-yl)p yridine (5.23 g, 12.5 mmol, CAS# 2152673- 80-6), Pd(dppf)C12'CH ₂ C12 (1.28 g, 1.57 mmol), and K ₂ CO ₃ (6.49 g, 46.9 mmol) in dioxane (80 mL) and H ₂ O (16 mL) was stirred at 80 °C for 2 hrs. On completion, the reaction was diluted with EA (100 mL). The organic layer was washed with water (100 mL), dried over Na ₂ SO ₄ and concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate=l/O to 5/1) to give the title compound (5.2 g, 69% yield) as yellow solid. ¹ H NMR (400 MHz, CDCl ₃ ) δ 7.55 (d, J = 8.0 Hz, 1H), 7.45 (d, J= 8.0 Hz, 1H), 7.40 - 7.36 (m, 2H), 7.33 - 7.22 (m, 8H), 7.10 (d, J= 2.0 Hz, 1H), 6.91 (dd, J= 2.0, 8.0 Hz, 1H), 6.42 (d, J= 8.0 Hz, 1H), 5.33 (s, 4H), 3.67 (s, 3H).

Step 2 - Tert-butyl N-[4-[[4-[4-(2,6-dibenzyloxy-3-pyridyl)-2-methoxy-phenyl]pip erazin-l- yl]methyl]cyclohexyl]carbamate

[1587] A mixture of 2,6-dibenzyloxy-3-(4-bromo-3-methoxy-phenyl)pyridine (500 mg, 1.05 mmol), tert- butyl N-[4-(piperazin-l-ylmethyl)cyclohexyl] carbamate (468 mg, 1.57 mmol, Intermediate SZ), CS2CO3 (1.03 g, 3.15 mmol), and l,3-bis[2,6-bis(l-propylbutyl)phenyl]-4,5-dichloro-2H-imidaz ol-l-ium-2-ide 3- chloropyridine dichloropalladium (102 mg, 104 pmol) in dioxane (10 mL) was stirred at 110 °C for 16 hrs under N2. On completion the reaction was diluted with EA (50 mL). The organic layer was washed with water (50 mL), dried over Na ₂ SO ₄ and concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , DCM/Ethyl acetate=10/l to 1/1) to give the title compound (460 mg, 63% yield) as yellow oil. ¹ H NMR (400 MHz, CDCl ₃ ) δ 7.69 - 7.61 (m, 1H), 7.50 - 7.30 (m, 11H), 7.18 (s, 1H), 7.14 - 7.04 (m, 1H), 6.96 (d, J = 8.4 Hz, 1H), 6.49 (d, J= 8.0 Hz, 1H), 5.42 (d, J= 8.0 Hz, 4H), 4.49 - 4.31 (m, 1H), 3.73 (s, 3H), 3.49 - 3.33 (m, 1H), 3.23 - 3.04 (m, 4H), 2.71 - 2.53 (m, 4H), 2.29 - 2.18 (m, 2H), 2.09 - 2.03 (m, 2H), 1.95 - 1.86 (m, 2H), 1.47 (s, 10H), 1.17 - 0.99 (m, 4H).

Step 3 - Tert-butyl N-[4-[[4-[4-(2,6-dioxo-3-piperidyl)-2-methoxy-phenyl]piperaz in-l-yl]methyl] cyclohexyl]carbamate

[1588] To a solution of tert-butyl N-[4-[[4-[4-(2,6-dibenzyloxy-3-pyridyl)-2-methoxy-phenyl]pip erazin- 1-yl] methyl]cyclohexyl]carbamate (460 mg, 663 pmol) in THF (10 mL) was added Pd/C (300 mg, 281 pmol, 10 wt%) under N2. The suspension was degassed under vacuum and purged with H2 several times. The mixture was stirred under H2 (15 psi) at 25 °C for 16 hrs. On completion, the reaction was filtered and filtrate was concentrated in vacuo to give the title compound (330 mg, 96% yield) as yellow solid. ¹ H NMR (400 MHz, DMSO-A) δ 10.79 (s, 1H), 6.89 - 6.78 (m, 2H), 6.74 - 6.63 (m, 2H), 3.79 - 3.74 (m, 3H), 3.31 (s, 1H), 3.22 - 3.07 (m, 1H), 2.94 (s, 3H), 2.70 - 2.60 (m, 1H), 2.45 (d, J= 4.0 Hz, 4H), 2.25 - 2.17 (m, 1H), 2.16 - 2.08 (m, 2H), 2.07 - 1.97 (m, 1H), 1.77 (d, J= 10.8 Hz, 4H), 1.38 (s, 9H), 1.36 (s, 2H), 1.18 - 1.06 (m, 2H), 0.93 - 0.81 (m, 2H).

Step 4 - 3-[4-[4-[(4-Aminocyclohexyl)methyl]piperazin- 1 -yl]-3-methoxy-phenyl]piperidine-2, 6-dione [1589] A mixture of tert-butyl N-[4-[[4-[4-(2,6-dioxo-3-piperidyl)-2-methoxy-phenyl]piperaz in-l- yl]methyl] cyclohexyl]carbamate (100 mg, 194 pmol) in TFA (460 mg, 4.04 mmol, 0.3 mL) and DCM (1 mL) was stirred at 25 °C for 1 hr. On completion the reaction was concentrated in vacuo to give the title compound (102 mg, 99% yield, TFA) as yellow oil. LC-MS (ESI ⁺ ) m/z 415.2 (M+H) ⁺ .

Synthesis of 3-(3-Fluoro-4-piperazin-l-yl-phenyl)piperidine-2, 6-dione (Intermediate OP)

OP

Step 1 - Tert-butyl 4-[4-(2-ethoxy-2-oxo-ethyl)-2-fluoro-phenyl]piperazine-l-car boxylate

[1590] To a solution of tert-butyl piperazine- 1 -carboxylate (2.85 g, 15.3 mmol, CAS# 143238-38-4) and ethyl 2-(4-bromo-3-fluoro-phenyl)acetate (2.00 g, 7.66 mmol, CAS# 1296223-82-9) in dioxane (20 mL) were added CS2CO3 (7.49 g, 22.9 mmol) and Pd-PEPPSI-IHeptCl (745 mg, 766 pmol), then the mixture was stirred at 100 °C for 10 hrs. On completion, the mixture was filtered and the filtrate was concentrated in vacuo to give the residue. The residue was purified by column chromatography (SiO ₂ , PE:EA= 20:1 to 10:1) to give the title compound (2.50 g, 89% yield) as yellow oil. ¹ H NMR (400 MHz, DMSO-t/g) § 7.10 - 7.04 (m, 1H), 7.02 - 6.95 (m, 2H), 4.07 (q, J= 7.2 Hz, 2H), 3.60 (s, 2H), 3.46 (s, 4H), 2.96 - 2.88 (m, 4H), 1.42 (s, 9H), 1.18 (t, J = 7.2 Hz, 3H). LC-MS (ESH) m/z 367.0 (M+H) ⁺ .

Step 2 - Tert-butyl 4- [4-(2,6-dioxo-3-piperidyl)-2-fluoro-phenyl]piperazine-l -carboxylate

[1591] To a solution of tert-butyl 4- [4-(2-ethoxy-2-oxo-ethyl)-2-fluoro-phenyl]piperazine-l -carboxylate (2.00 g, 5.46 mmol) and prop-2-enamide (1.94 g, 27.3 mmol, CAS# 9003-05-8) in DMF (20 mL) was added tBuONa (524 mg, 5.46 mmol) slowly at -10 °C, then the mixture was stirred at -10 °C for 1 hr under N2. On completion, the mixture was quenched with sat. NH4CI (80 mL) and extracted with EA (40 mL X 3). The combined organic layers were concentrated in vacuo to give the residue. The residue was diluted with EA and PE (60 mL, EA:PE=1 :2) and stirred for 1 hr, then filtered to give the title compound (2.00 g, 93% yield) as light yellow solid. ^† ll NMR (400 MHz, DMSO-d ₆ ) δ 10.82 (s, 1H), 7.07 - 7.02 (m, 1H), 7.01 - 6.94 (m, 2H), 3.83 - 3.79 (m, 1H), 3.46 (s, 4H), 2.96 - 2.91 (m, 4H), 2.68 - 2.59 (m, 1H), 2,47 - 2.46 (m, 1H), 2.25 - 2.14 (m, 1H), 2,02 - 1.94 (m, 1H), 1.41 (s, 9H). LC-MS (ESI ⁺ ) m/z 392.0 (M+H) ⁺ .

Step 3 - 3-(3-Fluoro-4-piperazin-l-yl-phenyl)piperidine-2, 6-dione

[1592] A solution of tert-butyl 4-[4-(2,6-dioxo-3-piperidyl)-2-fluoro-phenyl]piperazine-l-ca rboxylate (300 mg, 766 pmol) in DCM (3 mL) and TFA (1 mL) was stirred at 25 °C for 0.5 hr. On completion, the mixture was concentrated in vacuo to give the title compound (285 mg, 92% yield, TEA) as yellow liquid.

LC-MS (ESI ⁺ ) m/z 292.0 (M+H) ⁺ .

Synthesis of 3-[4-[4-[(4-Aminocyclohexyl)methyl]piperazin-l-yl]-3-fluoro- phenyl]piperidine-2,6- dione (Intermediate OQ)

Step 1 - Tert-butyl N-[4-[[4-[4-(2,6-dioxo-3-piperidyl)-2-fluoro-phenyl]piperazi n-l-yl]methyl] cyclohexyl]carbamate

[1593] To a solution of 3-(3-fluoro-4-piperazin-l-yl-phenyl)piperidine-2, 6-dione (285 mg, 703 pmol, TFA, Intermediate OP) in THF (3 mL) was added TEA (196 pL, 1.41 mmol) and HOAc (40.2 pL, 703 pmol) to adjust pl 6-7. Then tert-butyl N-(4-formylcyclohexyl)carbamate (160 mg, 703 pmol, CAS# 181308-57-6) was added, and the mixture was stirred at -10 °C for 0.5 hr. Next, NaBH(OAc)3 (223 mg, 1.05 mmol) was added, and the mixture was stirred at -10 °C for 1.5 hrs. On completion, the mixture was quenched with water (50 mL) and extracted with EA (30 mL X 3). The combined organic layers were dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (250 mg, 70% yield) as yellow solid. ¹ H NMR (400 MHz, DMSO-A) δ 10.84 (s, 1H), 9.52 - 9.08 (m, 1H), 7.09 - 6.97 (m, 2H), 6.84 - 6.63 (m, 1H), 3.84 - 3.80 (m, 1H), 3.66 - 3.44 (m, 2H), 3.20 - 3.04 (m, 6H), 2.70 - 2.60 (m, 1H), 2.25 - 2.13 (m, 1H), 2.02 - 1.97 (m, 1H), 1.79 - 1.76 (m, 5H), 1.37 (s, 13H), 1.16 (s, 2H), 1.06 - 0.89 (m, 2H). LC-MS (ESI ⁺ ) m/z 503.1 (M+H) ⁺ .

Step 2 - 3-[4-[4-[(4-Aminocyclohexyl)methyl]piperazin- 1 -yl]-3-fluoro-phenyl]piperidine-2, 6-dione

[1594] A solution of tert-butyl N-[4-[[4-[4-(2,6-dioxo-3-piperidyl)-2-fluoro-phenyl]piperazi n-l-yl] methyl]cyclohexyl]carbamate (80.0 mg, 159 pmol) in DCM (1 mL) and TFA (0.3 mL) was stirred at 25 °C for 0.5 hr. On completion, the mixture was concentrated in vacuo to give the title compound (78.0 mg, 95% yield, TEA) as yellow gum. LC-MS (ESI ⁺ ) m/z 403.1 (M+H) ⁺ . Synthesis of 3-[4-[4-[(4-Amino-2-oxabicyclo[2.2.2]octan-l-yl)methyl]piper azin-l-yl]-2-chloro- phenyl] piperidine-2, 6-dione (Intermediate OR)

OR

Step 1 - Tert-butyl N-[l-[[4-[3-chloro-4-(2,6-dioxo-3-piperidyl)phenyl]piperazin -l-yl]methyl]-2- oxabicyclo[2.2.2]octan-4-yl]carbamate

[1595] To a solution of 3 -(2-chloro-4-piperazin-l-yl-phenyl)piperidine-2, 6-dione (200 mg, 474 pmol, TFA, Intermediate PH) in THF (2 mL) and DMF (2 mL) was added TEA (718 pmol, 0.1 mL). Then tert- butyl N-(l-formyl-2-oxabicyclo[2.2.2]octan-4-yl)carbamate (121 mg, 474 pmol, CAS# 1417551-42-8) and AcOH (1.75 mmol, 0.1 mL) was added and the mixture was stirred at 25 °C for 0.5 hr. Next, NaBH(OAc)3 (150 mg, 711 pmol) was added to the former mixture, and the mixture was stirred 25 °C for 1 hr. On completion, the mixture was quenched with H ₂ O (0.5 mL), filtered and concentrated in vacuo to give the residue. The residue was purified by prep-HPLC (column: Waters xbridge 150*25mm lOum; mobile phase: [water (NH4HCO3)-ACN]; gradient: 37%-57% B over 14 min) to give the title compound (190 mg, 73% yield) as a white solid. ‘H NMR (400 MHz, DMSO-t/ ₆ ) δ 10.86 (s, 1H), 7.19 (d, 8.4 Hz, 1H), 7.04 (d,J

= 2.4 Hz, 1H), 6.94 (dd, J= 2.4, 8.8 Hz, 1H), 6.73 (s, 1H), 4.08 (d, J= 7.2 Hz, 1H), 3.84 (s, 2H), 3.84 - 3.75 (m, 2H), 3.66 - 3.58 (m, 2H), 3.26 - 3.12 (m, 6H), 2.81 - 2.69 (m, 1H), 2.56 - 2.48 (m, 1H), 2.28 - 2.20 (m, 1H), 2.02 - 1.89 (m, 5H), 1.85 - 1.78 (m, 2H), 1.73 - 1.64 (m, 2H), 1.36 (s, 9H). LC-MS (ESI ⁺ ) m/z 547.1 (M+H) ⁺ .

Step 2 - 3-[4-[4-[(4-Amino-2-oxabicyclo[2.2.2]octan-l-yl)methyl]piper azin-l-yl]-2-chloro-phenyl] piperidine-2, 6-dione

[1596] To a solution of tert-butyl N-[l-[[4-[3-chloro-4-(2,6-dioxo-3-piperidyl)phenyl]piperazin -l- yl]methyl] -2-oxabicyclo[2.2.2]octan-4-yl]carbamate (100 mg, 182 pmol) in DCM (2 mL) was added TFA (0.5 mL), then the mixture was stirred at 25°C for 1 hr. On completion, the mixture was concentrated in vacuo to give the title compound (100 mg, 97% yield, TFA) as a brown oil. LC-MS (ESI ⁺ ) m/z 447.1 (M+H) ⁺ .

Synthesis of 7 ^† -cyclopentyl-2 ^† -[2-methyl-4-(4-piperidylsulfonyl)anilino]spiro[cyclop ropane -1,5 ^† - pyrrolo[2,3-d]pyrimidine]-6 ^† -one (Intermediate OS)

Step 1 -Tert-butyl 4-[4-[(7 ^† -cyclopentyl-6 ^† -oxo-spiro[cyclopropane- l,5 ^† -pyrrolo[2,3-d]pyrimidine]-2 ^† - yl)amino]-3-methyl-phenyl]sulfonylpiperidine- 1 -carboxylate

[1597] A solution of 7 ^† -cyclopentyl-2 ^† -methylsulfonyl-spiro[cyclopropane- 1 ,5 ^† -pyrrolo[2,3-d]pyrimidine]- 6 ^† -one (50 mg, 163 umol, Intermediate HB), tert-butyl 4-(4-amino-3-methyl-phenyl)sulfonylpiperidine-l- carboxylate (57.66 mg, 163 umol, Intermediate TA), and NaH (26.0 mg, 651 umol, 60% dispersion in mineral oil) in DMF (1 mL) was stirred at 25 °C for 1 hr. On completion, the reaction mixture was quenched by addition of sat. NH4CI at 25 °C, and then diluted with H ₂ O and extracted with EA. The combined organic layers were washed with brine, dried over Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. Then the residue was purified by prep-HPLC (column: Phenomenex luna C18 150*25mm* 10um;mobile phase: [water(FA)-ACN];B%: 47%-77%,8min) to give the title compound (30 mg, 15.9% yield) as a white solid. ¹ H NMR (400 MHz, DMSO-t/ ₆ ) δ 8.94 (s, 1H), 8.06 - 7.91 (m, 2H), 7.65 (d, J= 1.6 Hz, 1H), 7.62 - 7.56 (m, 1H), 4.81 - 4.64 (m, 1H), 4.10 - 3.93 (m, 2H), 3.44 - 3.39 (m, 1H), 2.80 - 2.64 (m, 2H), 2.37 (s, 3H), 2.13 - 2.01 (m, 2H), 1.90 - 1.79 (m, 4H), 1.78 - 1.68 (m, 4H), 1.57 - 1.48 (m, 4H), 1.36 (s, 9H), 1.34 - 1.26 (m, 2H). LC-MS (ESI ⁺ ) mk 582.3 (M+l) ⁺ .

Step 2 - 7 ^† -Cyclopentyl-2 ^† -[2-methyl-4-(4-piperidylsulfonyl)anilino]spiro[cyclop ropane-l,5 ^† -pyrrolo[2,3- d]pyrimidine]-6 ^† -one [1598] To a solution of tert-butyl 4-[4-[(7 ^† -cyclopentyl-6 ^† -oxo-spiro[cyclopropane-l,5 ^† -pyrrolo [2,3- d]pyrimidine]-2 ^† -yl)amino]-3-methyl-phenyl]sulfonylpiperidine-l -carboxylate (25 mg, 42.9 umol) inDCM (1 mL) was added HCl/dioxane (4 M, 10.7 uL). The mixture was then stirred at 25 °C for 1 hr. On completion, the reaction mixture was filtered and concentrated in vacuo to give the title compound (20 mg, 97% yield). LC-MS (ESL) m/z 482.0 (M+H) ⁺ .

Synthesis of2-[4-[4-[(7 ^† -Cyclopentyl-6 ^† -oxo-spiro[cyclopropane-l,5 ^† -pyrrolo[2,3-d]pyrimidine]-2 ^† -yl) amino]-3-methyl-phenyl]sulfonyl-l-piperidyl]ethyl methanesulfonate (Intermediate OT)

Step 1 - 7 ^† -Cyclopentyl-2 ^† -[4-[[ 1 -(2-hydroxyethyl)-4-piperidyl]sulfonyl]-2-methyl-anilino]spi ro

[cyclopropane- 1, 5 ^† -pyrrolo[2,3-d]pyrimidine]-6 ^† -one

[1599] To a solution of 7 ^† -cyclopentyl-2 ^† -[2-methyl-4-(4-piperidylsulfonyl)anilino]spiro[cyclop ropane- l,5 ^† -pyrrolo[2,3-d]pyrimidine]-6 ^† -one (240 mg, 463 umol, HC1, Intermediate OS) in DMF (2 mL) was added K ₂ CO ₃ (128 mg, 926 umol). Then 2-bromoethanol (32.9 uL, 463 umol) was added and the mixture was stirred at 25 °C for 10 hrs. On completion, the mixture was filtered and the filtrate was extracted with EA (30 mL X 3). The combined organic layers were concentrated in vacuo to give the residue. The residue was purified by prep-HPLC (column: Waters xbridge 150*25mm lOum; mobile phase: [water (NH4HCO3)- ACN]; B%: 30%-60%, 11 min) to give the title compound (120 mg, 49% yield) as white solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 8.92 (s, 1H), 7.99 - 7.94 (m, 2H), 7.65 (d, 1.6 Hz, 1H), 7.59 - 7.57 (m, 1H),

4.74 - 4.69 (m, 1H), 4.35 (t,J= 5.2 Hz, 1H), 3.44 - 3.40 (m, 2H), 3.14 - 3.08 (m, 1H), 2.91 (d, J= 11.2 Hz, 2H), 2.36 (s, 3H), 2.33 (t, J = 6.4 Hz, 2H), 2.09 - 2.04 (m, 2H), 1.95 - 1.90 (m, 2H), 1.81 - 1.78 (m, 4H),

1.75 - 1.66 (m, 4H), 1.56 - 1.44 (m, 6H). LC-MS (ESI ⁺ ) m/z 526.1 (M+H) ⁺ . Step 2 - 2-[4-[4-[(7 ^† -Cyclopentyl-6 ^† -oxo-spiro[cyclopropane- l,5 ^† -pyrrolo[2,3-d]pyrimidine]-2 ^† -yl)amino]- 3 -methyl-phenyl]sulfonyl- 1 -piperidyl] ethyl methanesulfonate

[1600] To a solution of 7 ^† -cyclopentyl-2 ^† -[4-[[l-(2-hydroxyethyl)-4-piperidyl]sulfonyl]-2-methy l-anilino] spiro[cyclopropane-l,5 ^† -pyrrolo[2,3-d]pyrimidine]-6 ^† -one (120 mg, 228 umol) in DCM (1 mL) was added TEA (127 uL, 913 umol). Then methane sulfonyl chloride (243 uL, 3.14 mmol) was added at 0 °C, and the mixture was stirred at 25 °C for 1 hr. On completion, the mixture was poured into ice water (30 mL) slowly, then extracted with DCM (20 mL X 3). The combined organic layers were dried over anhydrous Na ₂ SO ₄ and concentrated in vacuo to give the title compound (110 mg, 79% yield) as yellow oil. LC-MS (ESI ⁺ ) m/z 604.1 (M+H) ⁺ .

Synthesis of l-[(4-methoxyphenyI)methyI]-3-(3-methyI-2-oxo-4-piperazin-l- yI-benziinidazol-l-yl) piperidine-2, 6-dione (Intermediate OU)

Step 1 - Tert-butyl 4-(3-methoxycarbonyl-2-nitro-phenyl)piperazine-l-carboxylate

[1601] To a solution of methyl 3-fluoro-2-nitro-benzoate (10.0 g, 50.2 mmol, CAS# 1214353-57-7) and tert-butyl piperazine- 1 -carboxylate (11.2 g, 60.3 mmol, CAS# 143238-38-4) in ACN (100 mL) was added DIPEA(19.5 g, 151 mmol). The reaction mixture was stirred at 50 °C for 12 hrs. On completion, the mixture was concentrated in vacuo. The residue was dissolved in water (200 mL), then extracted with EA (2 X 200 mL). The organic layer was washed with brine (2 X 100 mL), dried with Na ₂ SO ₄ , filtered and the filtrate was concentrated in vacuo to give the title compound (18.3 g, 100% yield) as yellow oil. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 7.86 (dd, J = 1.2, 8.0 Hz, 1H), 7.82 - 7.79 (m, 1H), 7.74 - 7.68 (m, 1H), 3.83 (s, 3H), 3.40 - 3.35 (m, 4H), 2.88 - 2.84 (m, 4H), 1.41 (s, 9H).

Step 2 - Tert-butyl 4-(2-amino-3-methoxycarbonyl-phenyl)piperazine-l-carboxylate

[1602] To a solution of tert-butyl 4-(3-methoxycarbonyl-2-nitro-phenyl)piperazine-l-carboxylate (17.0 g,

46.5 mmol) in THF (15 mL) was added Pd/C (2.00 g, 10 wt%). The reaction mixture was stirred at 20 °C for 12 hrs under H2 (15 Psi) atmosphere. On completion, the mixture was filtered and the filtrate was concentrated in vacuo to give the title compound (15.2 g, 97% yield) as a yellow solid. ’ll NMR (400 MHz, CDCl ₃ ) δ 7.67 (dd, J= 1.2, 8.0 Hz, 1H), 7.10 (dd, J= 1.2, 7.6 Hz, 1H), 6.61 (t, J= 7.6 Hz, 1H), 6.24 (br s, 2H), 4.28 - 3.95 (m, 2H), 3.87 (s, 3H), 3.16 - 2.84 (m, 4H), 2.80 - 2.55 (m, 2H), 1.49 (s, 9H).

Step 3 - Tert-butyl 4- [3 -methoxycarbonyl-2-(methylamino)phenyl]piperazine-l -carboxylate

[1603] To a solution of tert-butyl 4-(2-amino-3-methoxycarbonyl-phenyl)piperazine-l -carboxylate (15.0 g, 44.7 mmol) in l,l,l,3,3,3-hexafluoropropan-2-ol (40 mL) was added methyl trifluoromethanesulfonate (9.54 g, 58.1 mmol) at 0 °C. The reaction mixture was stirred at 0 °C for 0.5 hr. On completion, the mixture was diluted with water (200 mL), then extracted with EA (2 X 200 mL). The organic layer was washed with brine (2 X 200 mL), dried with Na ₂ SO ₄ , filtered and the filtrate was concentrated in vacuo to give the title compound (15.0 g, 96% yield) as a yellow solid. ^† ll NMR (400 MHz, DMSO-d ₆ ) δ 8.16 - 7.90 (m, 1H), 7.46 (dd, J= 1.2, 8.0 Hz, 1H), 7.23 (d, J= 7.6 Hz, 1H), 6.77 (t, J= 7.6 Hz, 1H), 3.80 (s, 3H), 3.55 - 3.45 (m, 4H), 2.87 (s, 3H), 2.80 - 2.74 (m, 4H), 1.42 (s, 9H).

Step 4 - 3-(4-Tert-butoxycarbonylpiperazin-l-yl)-2-(methylamino)benzo ic acid

[1604] To a solution of tert-butyl 4-[3-methoxycarbonyl-2-(methylamino)phenyl]piperazine-l- carboxylate (14.0 g, 40.1 mmol) in a mixed solvent of H ₂ O (20 mL) and MeOH (140 mL) was added NaOH (4.81 g, 120 mmol). The reaction mixture was stirred at 70 °C for 12 hrs. On completion, the mixture was concentrated in vacuo. The residue was diluted with water (200 mL), and extracted with EA ( 100 mL). The organic layer was discarded. The aqueous phase was acidified with HC1 (IN) to pH = 3-5, and extracted with EA (2 X 100 mL). The organic layer was washed with brine (200 mL), dried with Na ₂ SO ₄ , filtered and the filtrate was concentrated in vacuo. The residue was triturated with MeOHTLO (1 :10, 100 mL) and filtered. The filter cake was dried in vacuo to give the title compound (9.60 g, 71% yield) as a white solid. LC-MS (ESI ⁺ ) m/z 336.1 (M+H) ⁺ .

Step 5 - Tert-butyl 4-(3-methyl-2-oxo-lH-benzimidazol-4-yl)piperazine-l-carboxyl ate

[1605] To a solution of 3-(4-tert-butoxycarbonylpiperazin-l-yl)-2-(methylamino)benzo ic acid (9.60 g,

28.6 mmol) and DIPEA (11.1 g, 85.9 mmol) in t-BuOH (200 mL) was added DPPA (7.88 g, 28.6 mmol). The reaction mixture was stirred at 85 °C for 12 hrs. On completion, the mixture was concentrated in vacuo. The residue was diluted with water (200 mL), and extracted with EA (2 X 200 mL). The organic layer was washed with brine (200 mL) and concentrated in vacuo. The residue was purified by reverse phase (0.1% FA condition) to give the title compound (3.35 g, 35% yield) as a white solid. ¹ H NMR (400 MHz, DMSO- d ₆ ) 5 10.84 (s, 1H), 6.94 - 6.87 (m, 1H), 6.85 - 6.79 (m, 1H), 6.75 (dd, J= 1.2, 7.6 Hz, 1H), 4.06 - 3.80 (m, 2H), 3.55 (s, 3H), 3.20 - 2.87 (m, 4H), 2.76 - 2.56 (m, 2H), 1.42 (s, 9H).

Step 6 - Tert-butyl 4-[l-[l-[(4-methoxyphenyl)methyl]-2,6-dioxo-3-piperidyl]-3-m ethyl-2-oxo- benzimidazol-4-yl]piperazine- 1 -carboxylate

[1606] To a solution of tert-butyl 4-(3-methyl-2-oxo-lH-benzimidazol-4-yl)piperazine-l-carboxyl ate (3.30 g, 9.93 mmol) in THF (50 mL) was added t-BuOK (1.67 g, 14.9 mmol) at 0 °C. 1 hr later, and a solution of [l-[(4-methoxyphenyl)methyl]-2,6-dioxo-3-piperidyl] trifluoromethanesulfonate (4.54 g, 11.9 mmol, Intermediate G) in THF (20 mL) was added. The reaction mixture was stirred at 0 °C for 3 hrs. On completion, the mixture was acidified with FA to pl 1 3-5, diluted with water (300 mL), then extracted with EA (2 X 300 mL). The organic layer was washed with brine (200 mL) and concentrated in vacuo. The residue was purified by reverse phase flash (0.1% FA condition) to give the title compound (3.90 g, 70% yield) as a white solid. LC-MS (ESI ⁺ ) m/z 564.3 (M+H) ⁺ .

Synthesis of 2-Methylsulfonyl-8-spiro[2.4]heptan-7-yl-pyrido[2,3-d]pyrimi din-7-one (Intermediate

OV)

ov

Step 1 - Spiro[2.4]heptan-7-ol

[1607] A mixture of spiro[2.4]heptan-7-one (12 g, 108.94 mmol, CAS# 5771-32-4) in EtOH (100 mL) was degassed and purged with N2 for 3 times, then NaBfU (6.34 g, 167 mmol) was added to the mixture at 0 °C. Then the mixture was stirred at 25 °C for 2 hrs under N2 atmosphere. On completion, the reaction mixture was quenched by addition of aq. NH4CI (20 mL) at 0 °C, and then diluted with H ₂ O (300 mL) and extracted with EA (3 X 100 mL). The combined organic layers were washed with brine (2 X 50 mL), dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (9.40 g, 77% yield) as colorless oil. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 4.23 (d, J= 2.8 Hz, 1H), 3.53 - 3.44 (m, 1H), 1.91 - 1.82 (m, 1H), 1.80 - 1.72 (m, 2H), 1.64 - 1.50 (m, 2H), 1.41 - 1.33 (m, 1H), 0.76 - 0.70 (m, 1H), 0.42 - 0.37 (m, 1H), 0.37 - 0.26 (m, 2H).

Step 2 - 2-Spiro[2.4]heptan-7-ylisoindoline- 1,3-dione

[1608] To a solution of spiro[2.4]heptan-7-ol (9.40 g, 83.8 mmol), isoindoline- 1,3-dione (18.4 g, 125 mmol, CAS# 85-41-6) and PPha (32.9 g, 125 mmol) in THF (90 mL) was added D1AD (25.4 g, 125 mmol, 24.4 mL) at 25 °C under N2. The reaction was then stirred at 60 °C for 16 hrs. On completion, the reaction mixture was diluted with H ₂ O (200 mL) and extracted with EA (3 X 100 mL). The combined organic layers were washed with brine (2 X 50 mL), dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. The residue was purified by column chromatography (SiCL, Petroleum ether/Ethyl acetate- 100/1 to 10/1) to give the title compound (1.80 g, 8% yield) as a white solid. ¹ H NMR (400 MHz, DMSO-c/s) δ 7.83 (s, 4H), 4.35 - 4.29 (m, 1H), 2.25 - 2.11 (m, 3H), 2.02 - 1.93 (m, 1H), 1.79 - 1.66 (m, 1H), 1.44 - 1.39 (m, 1H), 0.61 - 0.53 (m, 1H), 0.50 - 0.40 (m, 2H), 0.31 - 0.23 (m, 1H). LC-MS (ESI") m/z 242.0 (M+H) ⁺ .

Step 3 - Spiro[2.4]heptan-7-amine

[1609] To a solution of 2-spiro[2.4]heptan-7-ylisoindoline- 1,3-dione (6.00 g, 24.8 mmol) in THF (50 mL) was added NH ₂ NH ₂ .H ₂ O (7.47 g, 149 mmol, 7.25 mL, CAS# 7803-57-8). The reaction was then stirred at 60 °C for 3 hrs. On completion, the reaction mixture was diluted with THF (30 mL) and filtered. The filtrate was concentrated in vacuo to give the title compound (2.7 g, 98% yield) as colorless oil.

Step 4 - 5-Bromo-2-chloro-N-spiro[2.4]heptan-7-yl-pyrimidin-4-amine

[1610] To a solution of 5-bromo-2,4-dichloro-pyrimidine (4.61 g, 20.2 mmol, 2.60 mL, CAS# 36082-50- 5) in ACN (40 mL) was added TEA (2.66 g, 26.3 mmol, 3.80 mL) and spiro[2.4]heptan-7-amine (2.70 g, 24.2 mmol, 2.60 mL). The mixture was then stirred at 25 °C for 6 hrs. On completion, the reaction mixture was diluted with H ₂ O (200 mL) and extracted with EA (3 X 100 mL). The combined organic layers were washed with brine (2 X 50 mL), dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate 100/1 to 1/1) to give the title compound (5.2 g, 85% yield) as a white solid. ¹ H NMR (400 MHz, CDCl ₃ ) δ 8.08 (s, 1H), 5.47 (d, J= 5.6 Hz, 1H), 4.22 - 4.08 (m, 1H), 2.32 - 2.23 (m, 1H), 1.92 - 1.79 (m, 3H), 1.78 - 1.69 (m, 1H), 1.61 - 1.54 (m, 1H), 0.73 - 0.61 (m, 2H), 0.60 - 0.55 (m, 1H), 0.54 - 0.48 (m, 1H). LC-MS (ESI ⁺ ) m/z 303.8 (M+H) ⁺ .

Step 5 - 5-Bromo-2-methylsulfanyl-N-spiro[2.4]heptan-7-yl-pyrimidin-4 -amine

[1611] To a solution of 5-bromo-2-chloro-N-spiro[2.4]heptan-7-yl-pyrimidin-4-amine (3.40 g, 11.2 mmol) in DMF (34 mL) was added sodium methanethiolate (1.97 g, 28.0 mmol, 1.80 mL, CAS# 5188-07-8). The mixture was then stirred at 25 °C for 2 hrs. On completion, the reaction mixture was diluted with H ₂ O (30 mL) and extracted with EA (3 X 30 mL). The combined organic layers were washed with brine (2 X 30 mL), dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate- 100/1 to 10/1) to give the title compound (3.20 g, 91% yield) as a white solid. ¹ H NMR (400 MHz, CDCl ₃ ) δ 8.04 (s, 1H), 5.29 (d. ,/- 6.0 Hz, 1H), 4.21 - 4.12 (m, 1H), 2.47 (s, 3H), 2.31 - 2.21 (m, 1H), 1.91 - 1.71 (m, 4H), 1.59 - 1.51 (m, 1H), 0.71 - 0.64 (m, 2H), 0.58 - 0.47 (m, 2H). Step 6 - Methyl (E)-3-[2-methylsulfanyl-4-(spiro[2.4]heptan-7-ylamino)pyrimi din-5-yl]prop-2-enoate

[1612] A mixture of 5-bromo-2-methylsulfanyl-N-spiro[2.4]heptan-7-yl-pyrimidin-4 -amine (4.90 g, 15.5 mmol), TEA (4.73 g, 46.7 mmol, 6.50 mL), and Pd(PPha)4 (1.80 g, 1.56 mmol) in DMF (50 mL) was degassed and purged with N2 three times. Then methyl prop-2-enoate (8.42 g, 97.8 mmol, 8.80 mL) was added the mixture, and then the mixture was stirred at 90 °C for 16 hrs under N2 atmosphere. On completion, the reaction mixture was diluted with H ₂ O (50 mL) and extracted with EA (3 X 30 mL). The combined organic layers were washed with brine (2 X 20 mL), dried over anhydrous Na ₂ SO ₄ , fdtered and concentrated in vacuo to give a residue. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acerate- 100/ 1 to 1/1) to give the title compound (4.2 g, 84% yield) as a yellow solid, ¹ H NMR (400 MHz, CDCl ₃ ) δ 8.12 (s, 1H), 7.51 (d, J = 16.0 Hz, 1H), 6.27 (d, 16.0 Hz, 1H), 5.06 (d, <7= 6.8 Hz,

1H), 4.32 - 4.16 (m, 1H), 3.81 (s, 3H), 2.55 - 2.44 (m, 3H), 2.33 - 2.22 (m, 1H), 1.95 - 1.87 (m, 1H), 1.85 - 1.70 (m, 3H), 1.56 - 1.49 (m, 1H), 0.72 - 0.61 (m, 2H), 0.59 - 0.47 (m, 2H).

Step 7 - 2-Methylsulfanyl-8-spiro[2.4]heptan-7-yl-pyrido[2,3-d]pyrimi din-7-one

[1613] To a solution of methyl (E)-3-[2-methylsulfanyl-4-(spiro[2.4]heptan-7-ylamino)pyrimi din-5- yl]prop-2-enoate (2.50 g, 7.83 mmol) in NMP (2 mL) was added DBU (5.96 g, 39.1 mmol, 5.90 mL) at 25 °C. Then the reaction was stirred at 120 °C for 1 hr. On completion, the reaction mixture was diluted with H ₂ O (30 mL) and extracted with EA (3 X 20 mL). The combined organic layers were washed with brine (2 X 10 mL), dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the residue. The residue was purified by reversed-phase HPLC (0.1% FA condition) to give the title compound (2 g, 89% yield) as a yellow solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 8.86 (s, 1H), 7.88 (d, J= 9.6 Hz, 1H), 6.56 (d, J= 9.6 Hz, 1H), 6.02 - 5.46 (m, 1H), 2.56 (s, 3H), 2.48 - 2.31 (m, 2H), 2.12 - 1.95 (m, 2H), 1.85 - 1.74 (m, 1H), 1.36 (s, 1H), 0.64 - 0.56 (m, 1H), 0.53 - 0.33 (m, 2H), 0.03 (d, J= 3.2 Hz, 1H). LC-MS (ESl ⁺ ) m/z 288.0 (M+H) ⁺ .

Step 8 - 2-Methylsulfonyl-8-spiro[2.4]heptan-7-yl-pyrido[2,3-d]pyrimi din-7-one

[1614] To a solution of 2-methylsulfanyl-8-spiro[2.4]heptan-7-yl-pyrido[2,3-d]pyrimi din-7-one (2.20 g, 7.66 mmol) in DCM (20 mL) was added m-CPBA (4.66 g, 22.9 mmol, 85% solution). The mixture was then stirred at 40 °C for 16 hrs. On completion, the reaction mixture was quenched by addition of Na2S20a (5 mL) at 0°C, and then diluted with aq. NaHCOa (30 mL) and extracted with DCM (3 X 15 mL). The combined organic layers were washed with brine (2 X 10 mL), dried with anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate=5/l to 0/1) to give the title compound (2 g, 6.26 mmol, 82% yield) as a white solid. ¹ H NMR (400 MHz, CDCl ₃ ) δ 8.92 (s, 1H), 7.70 (d, J= 9.6 Hz, 1H), 6.86 (d, J= 9.6 Hz, 1H), 6.04 - 5.57 (m, 1H), 3.37 (s, 3H), 2.70 - 2.38 (m, 2H), 2.24 - 2.11 (m, 2H), 1.96 - 1.84 (m, 1H), 1.48 - 1.38 (m, 1H), 0.71 - 0.60 (m, 2H), 0.55 (d, <7 = 1.6 Hz, 1H), 0.11 - -0.21 (m, 1H). Synthesis of 6-Chloro-2- [2-methyl-4-(4-piperidylsulfonyl)anilino] -8-spiro [2.4] heptan-7-yl- pyrido[2,3-d]pyrimidin-7-one (Intermediate OW)

Step 1 - Tert-butyl 4-[3-methyl-4-[(7-oxo-8-spiro[2.4]heptan-7-yl-pyrido[2,3-d]p yrimidin-2-yl)amino] phenyl]sulfonylpiperidine- 1 -carboxylate

[1615] To a solution of tert-butyl 4-(4-amino-3-methyl-phenyl)sulfonylpiperidine-l -carboxylate (332 mg, 939 umol, Intermediate TA) in DMF (3 mL) was added t-BuOK (421 mg, 3.76 mmol) and2-methylsulfonyl- 8-spiro[2.4]heptan-7-yl-pyrido[2,3-d]pyrimidin-7-one (300 mg, 939 umol, Intermediate OV). The mixture was then stirred at 0 °C for 2 hos. On completion, the reaction mixture was quenched by addition H ₂ O (10 mL) at 25 °C, and then extracted with EA (3 X 10 mL). The combined organic layers were washed with brine (2 X 10 mL), dried over by anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. Then the residue was purified by prep-HPLC (column: Phenomenex luna C18 150*25mm* 10um;mobile phase: [water(FA)-ACN];B%: 50%-80%, 10min) to give the title compound (317 mg, 56% yield) as a white solid. LC-MS (ESI ⁺ ) m/z 594.4 (M+H) ⁺ .

Step 2 - Tert-butyl4-[4-[(6-chloro-7-oxo-8-spiro[2.4]heptan-7-yl-pyri do[2,3-d]pyrimidin-2-yl)amino]-3- methyl-phenyl]sulfonylpiperidine- 1 -carboxylate

[1616] To a solution of tert-butyl 4-[3-methyl-4-[(7-oxo-8-spiro[2.4]heptan-7-yl-pyrido[2,3-d]p yrimidin- 2-yl)amino]phenyl]sulfonylpiperidine-l -carboxylate (280 mg, 471 umol) in DMF (3 mL) was added NCS (188 mg, 1.41 mmol, CAS# 128-09-6). The mixture was then stirred at 70 °C for 1 hr. On completion, the reaction mixture was diluted with water (100 mL) before extracting with EA (3 X 50 mL). The combined organic phase was washed with brine (100 mL), dried over anhydrous Na ₂ SO ₄ , and concentrated in vacuo to give a residue. The residue was purified by prep-TLC (Petroleum ether: Ethyl acetate=5: 1 ) to give the title compound (100 mg, 33% yield) as a white solid. ¹ H NMR (400 MHz, DMSO-c4) δ 9.68 (s, 1H), 8.76 (s, 1H), 8.18 (s, 1H), 7.90 - 7.78 (m, 1H), 7.73 (s, 1H), 7.66 (d, J= 7.6 Hz, 1H), 5.74 (s, 1H), 4.04 - 3.99 (m, 2H), 3.53 - 3.39 (m, 2H), 2.83 - 2.68 (m, 3H), 2.56 (s, 3H), 2.35 (s, 3H), 1.86 (d, J= 12.0 Hz, 2H), 1.74 - 1.59 (m, 1H), 1.37 (s, 9H), 1.34 - 1.25 (m, 2H), 0.53 - 0.28 (m, 3H), 0.04 (s, 1H). LC-MS (ESH) m/z 628.2 (M+H) ⁺ .

Step 3 - 6-Chloro-2-[2-methyl-4-(4-piperidylsulfonyl)anilino]-8-spiro [2.4]heptan-7-yl-pyrido[2,3- d]pyrimidin-7-one

[1617] To a solution of tert-butyl4-[4-[(6-chloro-7-oxo-8-spiro[2.4]heptan-7-yl-pyri do[2,3-d]pyrimidin-2- yl) amino]-3-methylphenyl]sulfonylpiperidine-l-carboxylate (55.0 mg, 87.5 umol) in DCM (0.5 mL) was added TFA(9.98 mg, 87.5 umol). The mixture was then stirred at 25 °C for 1 hr. On completion, the reaction mixture was diluted with water (100 mL), and extracted with DCM (3 X 50 mL). The combined organic phase was washed with brine (2 X 50 mL), dried over anhydrous Na ₂ SO ₄ , and concentrated in vacuo to give the title compound (40 mg, 86% yield) as a white solid. LC-MS (ESI ⁺ ) m/z 528.1 (M+H) ⁺ .

Synthesis of 2-[l-[l-(2,6-dioxo-3-piperidyl)-3-methyl-2-oxo-benzimidazol- 4-yl]-4- piperidyl] acetaldehyde (Intermediate OX)

Ruphos, toluene

Step 1 - 2-(4-Piperidyl)ethanol [1618] To a solution of tert-butyl 4-(2-hydroxyethyl)piperidine- 1 -carboxylate (5.00 g, 21.8 mmol, CAS# 198892-80-7) in DCM (50.0 mL) was added HCl/dioxane (4.00 M, 50.0 mL). The mixture was then stirred at rt for 0.5 hr. On completion, the mixture was concentrated in vacuo. The mixture was diluted with MeOH (50 mL) and stirred with basic ion exchange resin for 1 hr. The mixture was then filtered and the filtrate was concentrated in vacuo to give the title compound (2.8 g, 99% yield) as yellow oil. H NMR (400MHz, DMSO-r/ _fi ) δ 4.49 - 4.33 (m, 1H), 3.52 - 3.46 (m, 2H), 3.21 - 3.16 (m, 2H), 2.85 - 2.70 (m, 2H), 1.80 - 1.70 (m, 2H), 1.67 - 1.54 (m, 1H), 1.51 - 1.30 (m, 2H), 1.30 - 1.13 (m, 2H)

Step 2 - Tert-butyl-dimethyl-[2-(4-piperidyl)ethoxy] silane

[1619] To a solution of 2-(4-piperidyl) ethanol (2.80 g, 21 .6 mmol) in DCM (30.0 mL) was added TBSC1 (3.92 g, 26.0 mmol) and imidazole (2.95 g, 43.3 mmol). The mixture was then stirred at rt for 16 hrs. On completion, the mixture was diluted with DCM (50 mL) and washed with H ₂ O (3 X 70 mL). The organic layers were washed with brine (3 X 50 mL) dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (3 g, 56% yield) as yellow oil. ¹ H NMR (400MHz, CDCl ₃ ) δ 3.66 (t, J= 6.4 Hz, 2H), 3.30 - 3.20 (m, 2H), 2.79 - 2.62 (m, 2H), 1.83 - 1.73 (m, 2H), 1.70 - 1.55 (m, 1H), 1.52 - 1.45 (m, 2H), 1.43 - 1.29 (m, 2H), 0.92 (s, 9H), 0.10 (s, 6H)

Step 3 - 3-[4-[4-[2-[Tert-butyl(dimethyl)silyl]oxyethyl]-l-piperidyl] -3-methyl-2-oxo-benzimidazol-l-yl] piperidine-2, 6-dione

[1620] To a solution of tert-butyl-dimethyl-[2-(4-piperidyl)ethoxy]silane (863 mg, 3,55 mmol), 3-(4- bromo-3-methyl-2-oxobenzimidazol-l-yl)piperidine-2, 6-dione (600 mg, 1.77 mmol, Intermediate H) in toluene (10.0 mL) was added [2-(2-aminophenyl)phenyl]-chloro-palladium dicyclohexyl- [2-(2, 6- diisopropoxyphenyl)phenyl]phosphane (137 mg, 177 umol), RuPhos (82.8 mg, 177 umol) and LiHMDS (1.00 M, 8.87 mL) under N2. The mixture was then stirred at 80 °C for 1 hr under N2. On completion, the mixture was concentrated in vacuo. Then diluted with DMF (6.00 mL), filtered and the filtrate was acidified with FA until the pl 1=5. The filtrate was concentrated in vacuo. The mixture was then purified by reverse phase: (0.1% FA) to give the title compound (460 mg, 51% yield) as yellow solid. ¹ H NMR (400MHz, DMSO-A) 5 11.08 (s, 1H), 7.02 - 6.78 (m, 3H), 5.40 - 5.30 (m, 1H), 3.67 (t, J= 6.4 Hz, 2H), 3.61 (s, 3H), 3.15 - 3.05 (m, 2H), 2.97 - 2.81 (m, 1H), 2.74 - 2.66 (m, 2H), 2.65 - 2.56 (m, 2H), 2.04 - 1.93 (m, 1H), 1.80 - 1.70 (m, 2H), 1.55 - 1.45 (m, 3H), 1.44 - 1.31 (m, 2H), 0.88 (s, 9H), 0.05 (s, 6H), LC-MS (ESI ⁺ ) m/z 501.2 (M+H) ⁺ .

Step 4 - 3-[4-[4-(2-Hydroxyethyl)- 1 -piperidyl]-3-methyl-2-oxo-benzimidazol- 1 -yl]piperidine-2, 6-dione

[1621] To a solution of 3-[4-[4-[2-[tert-butyl(dimethyl)silyl]oxyethyl]-l-piperidyl] -3-methyl-2-oxo- benzimidazol-l-yl]piperidine-2, 6-dione (400 mg, 798 umol) in a mixture solvent of ACN (4.00 mL) and H ₂ O (0.5 mL) was added TFA (1.54 g, 13.5 mmol). The mixture was then stirred at 25 °C for 1 hr. On completion, the mixture was concentrated in vacuo. The mixture was diluted with H ₂ O (10 mL) and extracted with EA (3 X 10 mL). The organic layer were washed with brine (2 X 10 mL), dried over anhydrous Na ₂ SO ₄ , fdtered and concentrated in vacuo to give the title compound (280 mg, 90% yield) as yellow solid. ¹ H NMR (400MHz, DMSO-d ₆ ) δ 11.08 (s, 1H), 7.07 - 6.78 (m, 3H), 5.40 - 5.30 (m, 1H), 4.38 (t, J = 5.2 Hz, 1H), 3.62 (s, 3H), 3.52 - 3.44 (m, 2H), 3.15 - 3.05 (m, 2H), 2.95 - 2.81 (m, 1H), 2.75 - 2.58 (m, 4H), 2.04 - 1.94 (m, 1H), 1.84 - 1.71 (m, 2H), 1.59 - 1.26 (m, 5H), LC-MS (ESL) m/z 387.1 (M+H) ⁺ .

Step 5 - 2-[l-[l-(2,6-Dioxo-3-piperidyl)-3-methyl-2-oxo-benzimidazol- 4-yl]-4-piperidyl]acetaldehyde [1622] To a solution of 3-[4-[4-(2-hydroxyethyl)-l-piperidyl]-3-methyl-2-oxo-benzimi dazol-l-yl] piperidine-2, 6-dione (100 mg, 258.7 umol) in DCM (3.00 mL) was added DMP (164 mg, 388 umol) and NaHCCL (108 mg, 1.29 mmol). The mixture was then stirred at rt for 1 hr. On completion, the mixture was diluted with DCM ( 15 mL), quenched with saturated ^28263 ( 15 mL) and washed with saturated N aHCO3 (2 X 15 mL). The organic layer was dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (95 mg, 95% yield) as yellow solid. ¹ H NMR (400MHz, DMSO-d ₆ ) δ 11.08 (s, 1H), 9.75 - 9.65 (m, 1H), 7.02 - 6.78 (m, 3H), 5.38 - 5.28 (m, 1H), 3.61 (s, 3H), 3.15 - 3.05 (m, 2H), 2.94 - 2.80 (m, 1H), 2.77 - 2.64 (m, 3H), 2.64 - 2.58 (m, 1H), 2.46 - 2.40 (m 2H), 2.06 - 1.89 (m, 2H), 1.79 - 1.72 (m, 2H), 1.50 - 1.35 (m, 2H), LC-MS (ESI ⁺ ) m/z 385.1 (M+H) ⁺

Synthesis of 2 ^† -[4-(7-Azaspiro[3.5|nonan-2-ylsulfonyl)-2-methyl-anili no]-7 ^† -cyclopentyl- spiro[cyclopropane-l,5 ^† -pyrrolo[2,3-d]pyrimidine]-6 ^† -one (Intermediate OY)

Step 1 - Tert-butyl 2-[4-[(7 ^† -cyclopentyl-6 ^† -oxo-spiro[cyclopropane-l,5 ^† -pyrrolo[2,3-d]pyrimidine]-2 ^† - yl)amino]-3-methyl-phenyl]sulfonyl-7-azaspiro[3.5]nonane-7-c arboxylate [1623] To a mixture of tert-butyl 2-(4-amino-3-methyl-phenyl)sulfonyl-7-azaspiro[3.5]nonane-7- carboxylate (400 mg, 1.01 mmol, Intermediate PF) in DMF (8 mL) was added 4A molecular sieves (100 mg), then the t-BuOK (455 mg, 4.06 mmol) was added at 0 °C and the mixture was stirred for O.lh. Next, 7 ^† -cyclopentyl-2’-methylsulfonyl-spiro[cyclopropane-l, 5 ^† - pyrrolo[2,3-d]pyrimidine]-6’-one (374 mg, 1.22 mmol, Intermediate HB) was added at 0 °C, the reaction mixture was stirred at 0 °C for Ihr. On completion, the reaction mixture was filtered and the filtrate was concentrated in vacuo. The residue was purified by prep-HPLC to give the title compound (150 mg, 24% yield) as black brown solid. ¹ H NMR (400 MHz, DMSO-c/s) δ 8.89 (s, 1H), 8.01 - 7.91 (m, 2H), 7.70 - 7.56 (m, 2H), 4.72 (quin, J= 8.4 Hz, 1H), 4.08 (quin, ./ - 8.4 Hz, 1H), 3.40 (s, 1H), 2.35 (s, 3H), 2.14 - 2.03 (m, 6H), 1.99 - 1.92 (m, 2H), 1.86 - 1.72 (m, 5H), 1.71 - 1.66 (m, 2H), 1.55 - 1.51 (m, 3H), 1.50 - 1.40 (m, 5H), 1.37 (s, 9H). LC-MS (ESI ⁺ ) m/z 622.6 (M + H) ⁺ .

Step 2 - 2 ^† -[4-(7-Azaspiro[3.5]nonan-2-ylsulfonyl)-2-methyl-anili no]-7 ^† -cyclopentyl- spiro[cyclopropane- l,5 ^† -pyrrolo[2,3-d]pyrimidine]-6 ^† -one

[1624] To a mixture of tert-butyl 2-[4-[(7 ^† -cyclopentyl-6 ^† -oxo-spiro[cyclopropane-l,5 ^† -pyrrolo[2,3- d]pyrimidine]-2 ^† -yl)amino]-3-methyl-phenyl]sulfonyl-7-azaspiro[3.5]non ane-7-carboxylate (100 mg, 161 umol) in DCM (1 mL) was added HCl/dioxane (1 M, 161 uL), then the mixture was stirred at 25 °C for 0.5 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (85.0 mg, 95% yield, HC1) as black brown solid. LC-MS (ESI ⁺ ) m/z 522.1 (M + H) ⁺ .

Synthesis of 4- [4- [ [Tert-butyl(diphenyl)silyl| oxymethyl] cyclohexyl] sulfonyl-2-methyl-aniline (Intermediate OZ) Step 1 - 4-[[Tert-butyl(diphenyl)silyl]oxymethyl]cyclohexanol

[1625] To a solution of 4-(hydroxymethyl)cyclohexanol (8.00 g, 61.4 mmol, CAS# 3685-24-3) in DMF (80 mL) was added TBDPS-C1 (17.7 g, 64.5 mmol, 16.5 mL) and imidazole (5.02 g, 73.7 mmol). The mixture was then stirred at 25 °C for 14 hrs. On completion, the mixture was diluted with H ₂ O (100 mL), and extracted with EA (2 X 30 mL). The organic layers were washed with brine (2 X 30 mL), dried over anhydrous Na ₂ SO ₄ , fdtered and concentrated in vacuo to give a residue. The residue was purified by prep- HPLC (column: Phenomenex luna C18 250*50mm*10 um; mobile phase: [water(FA)-ACN];B%: 65%- 95%, 20min) to give the title compound (3.5 g, 16% yield) as colorless oil. ¹ H NMR (400 MHz, CDCl ₃ ) δ 7.71 - 7.65 (m, 4H), 7.45 - 7.37 (m, 6H), 4.00 (d, J = 2.4 Hz, 1H), 3.53 (d, J = 6.4 Hz, 2H), 1.95 (s, 1H), 1.76 - 1.68 (m, 2H), 1.67 - 1.56 (m, 5H), 1.48 - 1.38 (m, 2H), 1.07 (s, 9H).

Step 2 [4-[[Tert-butyl(diphenyl)silyl]oxymethyl]cyclohexyl]methanes ulfonate

[1626] To a solution of 4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexanol (3.20 g, 8.68 mmol) in DCM (30 mL) was added TEA (1.76 g, 17.3 mmol, 2.5 mL) and methylsulfonyl methanesulfonate (2.27 g, 13.0 mmol). The mixture was then stirred at 25 °C for 2 hrs. On completion, the mixture was diluted with H ₂ O (100 mL), and extracted with EA (2 X 30 mL). The organic layers were washed with brine (2 X 30 mL), dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (3.80 g, 98% yield) as colorless oil. ¹ H NMR (400 MHz, CDCl ₃ ) δ 7.68 - 7.64 (m, 4H), 7.46 - 7.37 (m, 6H), 5.00 (s, 1H), 3.51 (d, J= 6.0 Hz, 2H), 3.01 (s, 3H), 2.10 - 2.05 (m, 2H), 1.66 - 1.61 (m, 4H), 1.48 - 1.39 (m, 3H), 1.06 (s, 9H).

Step 3 - Tert-butyl-[[4-(3-methyl-4-nitro-phenyl)sulfanylcyclohexyl]m ethoxy]-diphenyl-silane

[1627] To a solution of [4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexyl] methanesulfonate (4.10 g, 9.18 mmol) and 3-methyl-4-nitro-benzenethiol (1.63 g, 9.64 mmol, CAS# 53827-87-5) in DMF (40 mL) was added CS2CO3 (7.48 g, 22.9 mmol) and KJ (304 mg, 1.84 mmol). The mixture was then stirred at 70 °C for 14 hrs. On completion, the mixture was diluted with H ₂ O (100 mL), and extracted with EA (2 X 30 mL). The organic layers were washed with brine (2 X 30 mL), dried over by anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. The residue was purified by column chromatography (SiO ₂ , PE/EA= 100/1 to 98/1) to give the title compound (1.80 g, 38% yield) as yellow oil. ¹ H NMR (400 MHz, CDCl ₃ ) δ 8.01 - 7.91 (m, 1H), 7.68 - 7.64 (m, 4H), 7.45 - 7.37 (m, 6H), 7.24 - 7.18 (m, 2H), 3.50 (d, J= 6.0 Hz, 2H), 3.25 - 3.14 (m, 1H), 2.62 - 2.59 (m, 3H), 2.18 - 2.10 (m, 2H), 1.96 - 1.88 (m, 2H), 1.65 - 1.57 (m, 1H), 1.43 - 1.37 (m, 2H), 1.22 - 1.10 (m, 2H), 1.07 - 1.05 (m, 9H).

Step 4 - Tert-butyl-[[4-(3-methyl-4-nitro-phenyl)sulfonylcyclohexyl]m ethoxy]-diphenyl-silane [1628] To a solution of tert-butyl-[[4-(3-methyl-4-nitro-phenyl)sulfanylcyclohexyl]m ethoxy]-diphenyl- silane (1.80 g, 3.40 mmol) in DCM (20 mL) was added m-CPBA (3.52 g, 17.3 mmol, 85% solution) at 0 °C. The mixture was then stirred at 40 °C for 2 hrs. On completion, the reaction mixture was quenched by addition of Na ₂ S ₂ O ₃ (3 mL) at 0 °C, and then diluted with aq. Nal 1CCL (30 mL) and extracted with DCM (3 X 15 mL). The combined organic layers were washed with brine (2 X 10 mL), dried with anhydrous

Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. The residue was purified by column chromatography (SiO ₂ , PE/EA=100/l to 20/1) to give the title compound (1.91 g, 100% yield) as yellow oil.

Step 5 - 4-[4-[[Tert-butyl(diphenyl)silyl]oxymethyl]cyclohexyl]sulfon yl-2-methyl-aniline

[1629] To a solution of tert-butyl-[[4-(3-methyl-4-nitro-phenyl)sulfonylcyclohexyl]m ethoxy]-diphenyl- silane (1.91 g, 3.46 mmol) in EtOH (20 mL) and PLO (2 mL) was added Fe (966 mg, 17.3 mmol) and NH4CI (925mg, 17.3 mmol). The mixture was then stirred at 80 °C for 1 hr. On completion, the reaction mixture was concentrated in vacuo to remove EtOH. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate- 100/1 to 98/1) to give the title compound (1.4 g, 74% yield) as a yellow oil. ¹ H NMR (400 MHz, DMSO-d _fi ) δ 7.57 (dd, ./- 1.6, 7.6 Hz, 4H), 7.46 - 7.38 (m, 6H), 7.33 - 7.27 (m, 2H), 6.71 - 6.65 (m, 1H), 5.90 - 5.84 (m, 2H), 3.40 (d, J= 6.0 Hz, 2H), 2.92 - 2.83 (m, 1H), 2.11 - 2.05 (m, 3H), 1.91 (d, J = 11.2 Hz, 2H), 1.79 (d, ./- 11.2 Hz, 2H), 1.72 - 1.54 (m, 3H), 1.43 - 1.36 (m, 2H), 0.97 (s, 9H). LC-MS (ESH) m/z 522.0 (M+H) ⁺ .

Synthesis of 4-[4-[(7 ^† -Cyclopentyl-6 ^† -oxo-spiro[cyclopropane-l,5 ^† -pyrrolo[2,3-d]pyrimidine]-2 ^† - yl)amino]- 3-methyl-phenyl]sulfonylcyclohexanecarbaldehyde (Intermediate PA)

Step 1 - 2 ^† -[4-[4-[[Tert-butyl(diphenyl)silyl]oxymethyl]cyclohexy l]sulfonyl-2-methyl-anilino]-7 ^† - cyclopentyl-spiro[cyclopropane-l,5 ^† -pyrrolo[2,3-d]pyrimidine]-6 ^† -one

[1630] To a solution of 4-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexyl]sulfon yl-2-methyl-aniline (200 mg, 383 umol, Intermediate OZ) in DMF (2 mL) was added t-BuOK (172 mg, 1.53 mmol) and 7 ^† - cyclopentyl-2 ^† -methylsulfonyl-spiro[cyclopropane-l,5 ^† -pyrrolo[2,3-d]pyrimidine]-6 ^† -one (129 mg, 421 umol, Intermediate HB). The mixture was then stirred at 25 °C for 1 hr. On completion, the reaction mixture was diluted with H ₂ O (10 mL) and extracted with EA (10 mL X 3). The combined organic layers were washed with brine (5 mL X 2), dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. The residue was purified by prep-TLC (SiO ₂ , PE: EA = 4:1) to give the title compound (140 mg, 49% yield) as a white solid. ¹ H NMR (400 MHz, CDCl ₃ ) δ 8.48 (d, J = 8.4 Hz, 1H), 7.74 - 7.68 (m, 3H), 7.66 - 7.60 (m, 4H), 7.44 - 7.35 (m, 6H), 4.89 - 4.80 (m, 1H), 3.45 (d, J= 6.0 Hz, 2H), 2.92 - 2.77 (m, 2H), 2.48 - 2.42 (m, 3H), 2.24 (dd, J= 9.2, 12.0 Hz, 2H), 2.15 (d, J= 11.2 Hz, 2H), 1.98 - 1.89 (m, 6H), 1.82 - 1.79 (m, 2H), 1.73 - 1.64 (m, 3H), 1.61 - 1.57 (m, 2H), 1.54 - 1.43 (m, 3H), 1.05 - 1.02 (m, 9H), 1.01 - 0.92 (m, 1H). LC-MS (ESI ⁺ ) m/z 749.8 (M+H) ⁺ .

Step 2 7 ^† -Cyclopentyl-2 ^† -[4-[4-(hydroxymethyl)cyclohexyl]sulfonyl-2-methyl-ani lino]spiro[cyclopropane- l,5 ^† -pyrrolo[2,3-d]pyrimidine]-6 ^† -one [1631] A solution of 2 ^† -[4-[4-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclohexy l]sulfonyl-2- methyl- anilino]-7 ^† -cyclopentyl-spiro[cyclopropane-l,5 ^† -pyirolo[2,3-d]pyrimidine]-6 ^† -one (130 mg, 173 umol) in HCl/dioxane (1 mL, 4M) was stirred at 25 °C for 14 hrs. On completion, the reaction mixture was concentrated under reduced pressure to give a residue. The residue was purified by prep-TLC (SiO ₂ , PE: EA = 0: 1) to give the title compound (86.0 mg, 92% yield) as a white solid. LC-MS (ESI ⁺ ) m/z 511.4 (M+H) ⁺ .

Step 3 - 4-[4-[(7 ^† -Cyclopentyl-6 ^† -oxo-spiro[cyclopropane-l,5 ^† -pyrrolo[2,3-d]pyrimidine]-2 ^† -yl)amino]- 3- methyl-phenyl]sulfonylcyclohexanecarbaldehyde

[1632] To a solution of 7 ^† -cyclopentyl-2 ^† -[4-[4-(hydroxymethyl)cyclohexyl]sulfonyl-2-methyl- anilino]spiro [cyclopropane- l,5 ^† -pyrrolo[2,3-d]pyrimidine]-6 ^† -one (86.0 mg, 168 umol) in DCM (1 mL) was added DMP (107 mg, 252 umol). The mixture was then stirred at 25 °C for 2 hos. On completion, the reaction mixture was quenched by addition of Na2S20a (0.5 mL) at 25 °C, and then diluted with aq. NaHCO3 (5 mL) and extracted with DCM (5 mL X 3). The combined organic layers were washed with brine (3 mL X 2), dried over Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (85 mg, 99% yield) as yellow oil. LC-MS (ESI ⁺ ) m/z 509.3 (M+H) ⁺ .

Synthesis of2-[4-(7-Azaspiro[3.5]nonan-2-ylsulfonyl)-2-methyl-anilino] -6-chloro-8-spiro[2.4]heptan-

7- yl-pyrido[2,3-d]pyrimidin-7-one (Intermediate PB)

Step 1 - Tert-butyl 2-[3-methyl-4-[(7-oxo-8-spiro[2.4]heptan-7-yl-pyrido[2,3-d]p yrimidin-2-yl)amino] phenyl] sulfonyl- 7 - azaspiro [3.5 ]nonane-7-carboxylate

[1633] To a solution of tert-butyl 2-(4-amino-3-methyl-phenyl)sulfonyl-7-azaspiro[3.5]nonane-7- carboxylate (30.0 mg, 76.0 umol, Intermediate PF) in DMF (2 mL) was added LBuOK (34.1 mg, 304 umol) and 2-methylsulfonyl-8-spiro[2.4]heptan-7-yl-pyrido[2,3-d]pyrimi din-7-one (24.2 mg, 76.0 umol, Intermediate OV). The mixture was then stirred at 0 °C for 1 hr. On completion, the reaction mixture was partitioned between H ₂ O (10 mL) and EA (10 mL). The organic phase was separated, washed with EA (10 mL X 2), dried over anhydrous sodium sulfate, filtered and concentrated in vacuo to give a residue. The residue was purified by prep-TLC (SiO ₂ , PE:EA = 1 : 1) to give the title compound (30.0 mg, 62% yield) as a white solid. LCMS (ESI ⁺ ) m/z 634.1 (M+H) ⁺ .

Step 2 - Tert-butyl 2-[4-[(6-chloro-7-oxo-8-spiro[2.4]heptan-7-yl-pyrido[2,3-d]p yrimidin-2-yl) amino]-3- methyl-phenyl]sulfonyl-7-azaspiro[3.5]nonane-7-carboxylate

[1634] To a solution of tert-butyl 2-[3-methyl-4-[(7-oxo-8-spiro[2.4]heptan-7-yl-pyrido[2,3-d]p yrimidin- 2-yl) amino]phenyl]sulfonyl-7-azaspiro[3.5]nonane-7-carboxylate (30.0 mg, 47.3 umol) in DMF (1 mL) was added NCS (18.9 mg, 142 umol). The mixture was then stirred at 70 °C for 1 hr. On completion, the reaction mixture was concentrated in vacuo to give a residue. The residue was purified by prep-HPLC (column: Phenomenex luna C18 150*25mm* 10um;mobile phase: [water(FA)-ACN];B%: 62%-92%,9min) to give the title compound (18.0 mg, 56% yield) as a white solid. ^† H NMR (400 MHz, DMSO-de) δ 9.67 (s, 1H), 8.75 (s, 1H), 8.23 - 8.10 (m, 1H), 7.84 - 7.64 (m, 3H), 5.79 - 5.52 (m, 1H), 4.25 - 4.03 (m, 1H), 3.25 - 3.17 (m, 4H), 2.34 (s, 3H), 2.14 - 2.07 (m, 2H), 2.03 - 1.91 (m, 4H), 1.75 - 1.61 (m, 1H), 1.58 - 1.47 (m, 3H), 1.43 (s, 2H), 1.37 (s, 9H), 1.32 - 1.09 (m, 2H), 0.58 - 0.30 (m, 3H), 0.15 - 0.01 (m, 1H). LCMS (ESI ⁺ ) m/z 668.2 (M+H) ⁺ .

Step 3 - 2-[4-(7-Azaspiro[3.5]nonan-2-ylsulfonyl)-2-methyl-anilino]-6 -chloro-8-spiro[2.4]heptan-7- yl- pyrido[2,3-d]pyrimidin-7-one

[1635] To a solution of tert-butyl 2-[4-[(6-chloro-7-oxo-8-spiro[2.4]heptan-7-yl-pyrido[2,3-d]p yrimidin- 2-yl) amino]-3-methyl-phenyl]sulfonyl-7-azaspiro[3.5]nonane-7-carb oxylate (18.0 mg, 26.9 umol) in DCM (0.6 mL) was added TFA (0.2 mL). The mixture was then stirred at 25 °C for 0.5 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (18.0 mg, 97% yield, TFA) as a white solid. LCMS (ESI ⁺ ) m/z 568.2 (M+H) ⁺ .

Synthesis of l-[3-(2,6-Dioxo-3-piperidyl)-2-oxo-l,3-benzoxazol-7-yl]piper idine-4-carbaldehyde

(Intermediate PC)

Step 1 - 3-(7-Bromo-2-oxo-l,3-benzoxazol-3-yl)piperidine-2, 6-dione

[1636] To a solution of 7-bromo-3H-l,3-benzoxazol-2-one (2.00 g, 9.35 mmol, CAS# 871367-14-5) and 3-bromopiperidine-2, 6-dione (3.59 g, 18.6 mmol) in DMF (20 mL) was added CS2CO3 (6.09 g, 18.6 mmol) at 0 °C, then the mixture was stirred at 50 °C for 16 hrs. On completion, the mixture was filtered, diluted with water (150mL) and extracted with EA (3 X 100 mL). The combined organic layer was dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the residue. The residue was purified by column chromatography (SiCh, PE: EA=5: 1 to 1: 1) to give the compound (1.00 g, 33% yield) as yellow solid. ¹ H NMR (400 MHz, DMSO-A) δ ppm 2.59 - 2.76 (m, 3 H) 2.82 - 2.93 (m, 1 H) δ.39 (m, 1 H) 7.15 - 7.21 (m, 1 H) 7.28 - 7.32 (m, 1 H) 7.38 (d, ./~8.2 Hz, 1 H) 11.24 (s, 1 H). LC-MS (ESI ⁺ ) m/z 326.8 (M+H) ⁺ .

Step 2 - 3-[7-[4-(Dimethoxymethyl)-l-piperidyl]-2-oxo-l,3-benzoxazol- 3-yl]piperidine-2, 6-dione

[1637] To a solution of 3-(7-bromo-2-oxo-l,3-benzoxazol-3-yl)piperidine-2, 6-dione (500 mg, 1.54 mmol) and 4-(dimethoxymethyl)piperidine (269 mg, 1.69 mmol, CAS# 188646-83-5) in dioxane (5 mL) was added CS2CO3 (1.00 g, 3.08 mmol) and l,3-bis[2,6-bis(l-propylbutyl)phenyl]-4,5-dichloro-2H- imidazol- 1 -ium-2-ide 3 -chloropyridine dichloropalladium (150 mg, 154 umol). Then the mixture was stirred at 100 °C for 16 hrs. On completion, the mixture was filtered, diluted with EA (3 X 100 mL) and extracted with water (250 mL). The combined organic layer was dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the residue. The residue was purified by column chromatography (SiO ₂ , PE: EA=10: l to 1 :5) to give the compound (90.0 mg, 15% yield) as brown solid. LC-MS (ESI+) m/z 404.2 (M+H) ⁺ .

Step 3 - l-[3-(2,6-Dioxo-3-piperidyl)-2-oxo-l,3-benzoxazol-7-yl]piper idine-4-carbaldehyde

[1638] To a solution of 3-[7-[4-(dimethoxymethyl)-l-piperidyl]-2-oxo-l, 3-benzoxazol-3-yl] piperidine - 2, 6-dione (30.0 mg, 74.3 umol) was added HCOOH (0.5 mL), then the mixture was stirred at 80 °C for 2 hours. On completion, the mixture was concentrated in vacuo to give the title compound (26.0 mg, 97% yield) as a brown solid. LC-MS (ESI ⁺ ) m/z 358.1 (M+H) ⁺ .

Synthesis of l-Cyclopentyl-3-methyl-7-methylsulfonyl-4H-pyrimido [4,5-d]pyrimidin-2-one (Intermediate PD)

PD

Step 1 - [4-(Cyclopentylamino)-2-methylsulfanyl-pyrimidin-5-yl]methan ol

[1639] To a solution of (4-chloro-2-methylsulfanyl-pyrimidin-5-yl)methanol (2.00 g, 10.4 mmol, CAS# 1044145-59-6) in ACN (20 mL) was added TEA(2.65 g, 26.2 mmol) and cyclopentanamine (937 mg, 11.0 mmol, CAS# 1003-03-8) dropwise at 25 °C. Then the reaction mixture was stirred at 80 °C for 2 hrs. On completion, the reaction mixture was quenched with H ₂ O (5mL) under stirring. The residue was diluted with water (50 mL) and extracted with EA(50mLX 3). The combined organic layer was dried over Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (2.00 g, 79% yield) as a light yellow solid. LC-MS (ESI ⁺ ) m/z 240.1 (M+H) ⁺ .

Step 2 - 4-(Cyclopentylamino)-2-methylsulfanyl-pyrimidine-5-carbaldeh yde

[1640] To a solution of [4-(cyclopentylamino)-2-methylsulfanyl-pyrimidin-5-yl]methan ol (1.50 g, 6.27 mmol) in DCM (60 mL) was added DMP (3.19 g, 7.52 mmol) at 0 °C, then the reaction mixture was stirred at 25 °C for 1 hr. On completion, the reaction mixture was quenched with sat. Na2S20a solution (30 mL) and NaHCCL solution (30 mL) under stirring. The residue was diluted with water (50 mL) and extracted with EA (50 mL X 3). The combined organic layer was dried over Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. The residue was purified by flash silica gel chromatography (SiO ₂ , Petroleum ether/Ethyl acetate = 1/1, Pl : Rf = 0.7) to give the title compound (0.90 g, 60% yield) as a light yellow oil. ¹ H NMR (400 MHz, DMSO-r/ ₆ ) δ = 9.74 (s, 1H), 8.57 (d, J= 7.2 Hz, 1H), 4.44 (t, J= 6.8 Hz, 1H), 2.50 - 2.49 (m, 4H), 2.07 - 1.98 (m, 2H), 1.74 - 1.65 (m, 2H), 1.65 - 1.56 (m, 2H), 1.56 - 1.46 (m, 2H); LC-MS (ESI ⁺ ) m/z 238. (M + H) ⁺ . Step 3 - N4-cyclopentyl-N5-methyl-2-methylsulfanyl-pyrimidine-4,5-dia mine

[1641] To a solution of methanamine hydrochloride (1.19 g, 17.7 mmol) in THF (20 mL) was added TEA (2.09 g, 20.6 mmol) at 25 °C, then the mixture was stirred at 25 °C for 10 mins. Next, 4-(cyclopentylamino)- 2-methylsulfanyl-pyrimidine-5-carbaldehyde (700 mg, 2.95 mmol) was added to the mixture. Next, AcOH (177 mg, 2.95 mmol) was added and the mixture was stirred at 25 °C for 0.5 hour. Keeping the reaction liquid at 25°C, NaBH(OAc)3 (812 mg, 3.83 mmol) was added slowly. Then the reaction was stirred for 32 hours at 25 °C. On completion, the reaction mixture was quenched with water (5 mL) and concentrated in vacuo to give a residue. The residue was diluted with water (5 mL) and extracted with EA (15 mL X 3). The combined organic layer was dried over NajSO^, filtered and concentrated in vacuo to give the title compound (160 mg, 39% yield) as a brown solid. LC-MS (ESI ⁺ ) m/z 249.1 (M+H) ⁺ .

Step 4 - 1 -Cyclopentyl-3-methyl-7-methylsulfanyl-4H-pyrimido[4,5-d]pyr imidin-2-one

[1642] To a solution of N4-cyclopentyl-N5-methyl-2-methylsulfanyl-pyrimidine-4,5-dia mine (270 mg, 1.13 mmol) in ACN (10 mL) was added GDI (551 mg, 3.40 mmol) and TEA (229 mg, 2.27 mmol) at 25 °C. Then the reaction mixture was stirred at 85 °C for 30 hrs. On completion, the reaction mixture was quenched with water (4 mL), diluted with water ( 10 mL) and extracted with EA ( 10 mL X 3). The combined organic layer was dried over Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. The residue was purified by flash silica gel chromatography (SiO ₂ , Petroleum ether/Ethyl acetate = 2/1, Pl : Rf = 0.5) to give the title compound (150 mg, 47% yield) as a light yellow oil. 1H NMR (400 MHz, DMSO-rie) δ = 8.22 (s, 1H), 5.16 (q, J = 8.8 Hz, 1H), 4.33 (s, 2H), 2.91 (s, 3H), 2.48 (s, 3H), 2.13 - 2.05 (m, 2H), 1.92 - 1.84 (m, 2H), 1.79 - 1.71 (m, 2H), 1.59 - 1.51 (m, 2H), LC-MS (ES1 ⁺ ) m/z 279.1 (M + H) ⁺ .

Step 5 - l-Cyclopentyl-3-methyl-7-methylsulfonyl-4H-pyrimido[4,5-d]py rimidin-2-one

[1643] To a solution of l-cyclopentyl-3-methyl-7-methylsulfanyl-4H-pyrimido[4,5-d]py rimidin-2-one (140 mg, 502 umol) in DCM (1 mL) was added m-CPBA (433 mg, 1.51 mmol) dropwise at 0 °C, then the reaction mixture was stirred at 25 °C for 2 hrs. On completion, the reaction mixture was quenched with sat. Na2S20a solution (3mL) and NaHCO3 solution (3mL) under stirring. The mixture was then filtered, and diluted with water (5 mL). The filtrate was extracted with EA (3 X 5 mL), the combined organic layer was dried with anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (140 mg, 89% yield) as a light yellow solid. LC-MS (ESI ⁺ ) m/z 311.1 (M + H) ⁺ .

Synthesis of 7-[4-(7-Azaspiro[3.5]nonan-2-ylsulfonyl)-2-methyl-anilino]-l -cyclopentyl-3-methyl-4H- pyrimido[4,5-d]pyrimidin-2-one (Intermediate PE)

Step 1 - Tert-butyl2-[4-[(l-cyclopentyl-3-methyl-2-oxo-4H-pyrimido[4, 5-d]pyrimidin-7-yl)amino]-3- methyl-phenyl]sulfonyl-7-azaspiro[3.5]nonane-7-carboxylate

[1644] To a solution of tert-butyl 2-(4-amino-3-methyl-phenyl)sulfonyl-7-azaspiro[3.5]nonane-7- carboxylate (90.8 mg, 230 umol, Intermediate PF) in DMF (2 mL) was added t-BuOK (70.5 mg, 628 umol) dropwise at 0 °C. Then, l-cyclopentyl-3-methyl-7-methylsulfonyl-4H-pyrimido[4,5-d]py rimidin-2-one (65.0 mg, 209 umol, Intermediate PD) was added and the reaction mixture was stirred at 0 °C for 1 hr. On completion, the reaction mixture was quenched with H ₂ O (ImL) under stirring. The residue was diluted with water (2 mL) and extracted with EA (3 mL X 3). The combined organic layer was dried over Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. The residue was purified by reverse phase (0.1% FA condition) to give the title compound (64.0 mg, 48% yield) as a light yellow solid. LC-MS (ESI ⁺ ) m/z 625.2 (M + H) ⁺ .

Step 2 - 7-[4-(7-Azaspiro[3.5]nonan-2-ylsulfonyl)-2-methyl-anilino]-l -cyclopentyl-3-methyl-4H- pyrimido [4,5-d]pyrimidin-2-one

[1645] To a solution of tert-butyl 2-[4-[(l-cyclopentyl-3-methyl-2-oxo-4H-pyrimido[4,5-d]pyrimi din-7- yl)amino]-3-methyl-phenyl]sulfonyl-7-azaspiro[3.5]nonane-7-c arboxylate (60.0 mg, 96.0 umol) in DCM (1.5 mL) was added TFA (462 mg, 4.05 mmol) dropwise at 25 °C, then the reaction mixture was stirred at 25 °C for 1 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (50.0 mg, 99% yield) as a light yellow solid. LC-MS (ESI ⁺ ) m/z 525.1 (M + H) ⁺ .

Synthesis of Tert-butyl 2-(4-amino-3-methyl-phenyl)sulfonyl-7-azaspiro[3.5]nonane-7- carboxylate (Intermediate PF)

Step 1 - Tert-butyl 2-(3-methyl-4-nitro-phenyl)sulfanyl-7-azaspiro[3.5]nonane-7- carboxylate

[1646] Amixture of 3-methyl-4-nitro-benzenethiol (0.600 g, 3.55 mmol, CAS# 53827-87-5), tert-butyl 2- bromo-7-azaspiro[3.5]nonane-7-carboxylate (1.08 g, 3.55 mmol, CAS# 1225276-07-2) and CS2CO3 (1.27 g, 3.90 mmol) in DMF (30 mL) was stirred at 70 °C for 19 hrs under N2. The mixture was added to water (60 mL) and extracted with ethyl acetate (3 X 30 mL). The combined organic phase was dried over anhydrous sodium sulfate, filtered and concentrated to give a residue. The residue was purified by prep- TLC (SiCL, Petroleum ether/Ethyl acetate=5/l) to give the title compound (650 mg, 47% yield) as a yellow solid. ¹ H NMR (400 MHz, CDCl ₃ ) δ 7.96 (d, J= 9.2 Hz, 1H), 7.07 - 6.99 (m, 2H), 4.03 -3.87 (m, 1H), 3.42 - 3.27 (m, 4H), 2.61 (s, 3H), 2.54 - 2.44 (m, 2H), 1.97 - 1.88 (m, 2H), 1.67 - 1.61 (m, 4H), 1.46 (s, 9H).

Step 2 - Tert-butyl 2-(3-methyl-4-nitro-phenyl)sulfonyl-7-azaspiro[3.5]nonane-7- carboxylate

[1647] To a mixture of tert-butyl 2-(3-methyl-4-nitro-phenyl)sulfanyl-7-azaspiro[3.5]nonane-7- carboxylate (650 mg, 1.66 mmol) in DCM (20 mL) was added m-CPBA (1.01 g, 4.97 mmol, 85% solution), then the mixture was stirred at 25 °C for 1 hr. On completion, the reaction mixture was quenched by addition of Na ₂ SO ₃ (70 mL), and extracted with DCM (3 X 30 mL). The separated organic layer was washed with an aqueous Na ₃ CO ₃ (3 X 30 mL) and dried over anhydrous Na ₃ SO4, filtered and the filtrate was concentrated under reduced pressure to give a residue. The residue was purified by prep-TLC (SiO ₂ , Petroleum ether/Ethyl acetate- 1/ 1 ) to give the title compound (510 mg, 73% yield) as a white solid, ¹ H NMR (400 MHz, CDCl ₃ ) δ 8.06 (d, J= 8.4 Hz, 1H), 7.91 - 7.81 (m, 2H), 3.87 - 3.71 (m, 1H), 3.38 - 3.27 (m, 4H), 2.67 (s, 3H), 2.41 - 2.32 (m, 2H), 2.11 - 2.03 (m, 2H), 1.66 - 1.61 (m, 2H), 1.59 -1.57 (m, 1H), 1.56 - 1.53 (m, 1H), 1.45 (s, 9H).

Step 3 - Tert-butyl 2-(4-amino-3-methyl-phenyl)sulfonyl-7-azaspiro[3.5]nonane-7- carboxylate

[1648] To a mixture of tert-butyl 2-(3-methyl-4-nitro-phenyl)sulfonyl-7-azaspiro[3.5]nonane-7- carboxylate (510 mg, 1.20 mmol) in EtOH (18 mL) and H ₂ O (18 mL) was added Fe (335 mg, 6.01 mmol) and NH4CI (643 mg, 12.0 mmol), then the mixture was stirred at 80 °C for 2 hrs. On completion, the mixture was filtered to give a clear liquid. Then water (20 mL) was added and the mixture was extracted with ethyl acetate (3 X 25 mL), The combined organic phase was dried over anhydrous sodium sulfate, filtered and concentrated to give the title compound (510 mg) as a yellow solid. ^† H NMR (400 MHz, DMSO-<A) § 7.37 - 7.27 (m, 2H), 6.68 (d, J= 8.4 Hz, 1H), 5.86 (s, 2H), 3.95 - 3.78 (m, 1H), 3.25 - 3.11 (m, 4H), 2.08 (s, 3H), 2.05 - 1.99 (m, 2H), 1.95 - 1.87 (m, 2H), 1.50 - 1.42 (m, 2H), 1.41 - 1.38 (m, 2H), 1.37 (s, 9H).

Synthesis of 2-[4-(7-Azaspiro[3.5]nonan-2-ylsulfonyl)-2-methyl-anilino]-6 -chloro-8-cyclopentyl- pyrido[2,3-d]pyrimidin-7-one (Intermediate PG)

Step 1 - Tert-butyl 2-[4-[(6-chloro-8-cyclopentyl-7-oxo-pyrido[2,3-d]pyrimidin-2 -yl)amino]-3- methyl- phenyl] sulfonyl- 7 - azaspiro [3.5 ]nonane-7-carboxylate

[1649] To a mixture of tert-butyl 2-(4-amino-3-methyl-phenyl)sulfonyl-7-azaspiro[3.5]nonane-7- carboxylate (170 mg, 431 umol, Intermediate PF), 6-chloro-8-cyclopentyl-2-methylsulfonyl-pyrido[2,3- d]pyrimidin-7-one (212 mg, 646 umol, Intermediate KM) and NaH (68.9 mg, 1.72 mmol, 60% dispersion in mineral oil) in DMF (8 mL), then the mixture was stirred at 25 °C for 1 hr under N2. On completion, the reaction mixture was quenched by addition of H ₂ O (30 mL) at 25 °C, and then extracted with EA (3 X 10 mL). The combined organic layers were washed with brine (3 X 10 mL), dried with anhydrous NajSCL, filtered and the filtrate was concentrated in vacuo to give a residue. The residue was purified by prep-HPLC (column: Phenomenex luna C18 150*25mm* 10um;mobile phase: [water(FA)-ACN];B%: 61%- 91 %, 1 Omin) to give the title compound (80.0 mg, 14% yield) as a yellow solid. ¹ H NMR (400 MHz, DMSO- d ₆ ) 5 9.71 (s, 1H), 8.77 (s, 1H), 8.19 (s, 1H), 7.80 (d, J= 8.4 Hz, 1H), 7.76 - 7.64 (m, 2H), 5.83 - 5.65 (m, 1H), 4.21 - 4.03 (m, 1H), 3.25 - 3.16 (m, 4H), 2.35 (s, 3H), 2.17 - 2.05 (m, 4H), 2.01 - 1.92 (m, 2H), 1.80 - 1.62 (m, 4H), 1.55 - 1.41 (m, 6H), 1.37 (s, 9H). LC-MS (ESI ⁺ ) m/z 642.1 (M+H) ⁺ .

Step 2 - 2-[4-(7-Azaspiro[3.5]nonan-2-ylsulfonyl)-2-methyl-anilino]-6 -chloro-8-cyclopentyl- pyrido[2,3- d]pyrimidin-7-one

[1650] A mixture of tert-butyl 2-[4-[(6-chloro-8-cyclopentyl-7-oxo-pyrido[2,3-d]pyrimidin-2 -yl)amino]- 3-methyl-phenyl]sulfonyl-7-azaspiro[3.5]nonane-7-carboxylate (40.0 mg, 62.3 umol) in TFA (0.3 mL) and DCM (1.5 mL) was stirred at 25 °C for 0.5 hr. On completion, the mixture was concentrated in vacuo to give a residue to give the title compound (40.0 mg, 98% yield, TFA) as a yellow oil. LC-MS (ESI ⁺ ) m/z 541.9 (M+H) ⁺ .

Synthesis of 3-(2-Chloro-4-piperazin-l-yl-phenyl)piperidine-2, 6-dione (Intermediate PH)

Step 1 - Methyl 2-(4-bromo-2-chloro-phenyl)acetate

[1651] To a solution of 2-(4-bromo-2-chloro-phenyl)acetic acid (40.0 g, 160 mmol, CAS# 916516-89-7) in MeOH (150 mL) was added HC1 (12 M, 13.36 mL) at 0 °C. Then the mixture was stirred at 90 °C for 4 hrs under N2 atmosphere. On completion, the mixture was concentrated in vacuo to remove the MeOH, then diluted with water (40 mL) and saturated NaHCO3 (100 mL), and extracted with EA (150 mL X 3). The combined organic layer was dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (41.0 g, 97% yield) as yellow oil. ¹ H NMR (400 MHz, DMSO-i/g) δ 7.72 (d, J= 1.6 Hz, 1H), 7.53 (dd, J= 1.6, 8.4 Hz, 1H), 7.38 (d, 8.0 Hz, 1H), 3.81 (s, 2H), 3.63 (s, 3H).

Step 2 - 3-(4-Bromo-2-chloro-phenyl)piperidine-2, 6-dione

[1652] To a solution of methyl 2-(4-bromo-2-chloro-phenyl)acetate (40.0 g, 151 mmol) and prop-2- enamide (10.7 g, 151 mmol, CAS# 9003-05-8) in THF (400 mL) was added t-BuOK (18.7 g, 166 mmol) at 0 °C, then the mixture was stirred at 50 °C for 3 hrs under N2 atmosphere. On completion, the mixture was diluted with saturated NH4CI (IL) and extracted with EA (500 mL X 3). The combined organic layer was dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the residue. The residue was purified by triturated with EA : MTBE = 1 : 2 (500 mL) at 25 °C for 1 hr, filtered and the filter cake was dried in vacuo to give the title compound (42.0 g, 91% yield) as white solid. ¹ H NMR (400 MHz, DMSO- de) δ 10.93 (s, 1H), 7.74 (d, J= 2.0 Hz, 1H), 7.55 (dd, J= 2.0, 8.4 Hz, 1H), 7.32 (d, J= 8.4 Hz, 1H), 4.22 (dd, J = 5.2, 12.4 Hz, 1H), 2.81 - 273 (m, 1H), 2.59 - 2.52 (m, 1H), 2.37 - 2.22 (m, 1H), 2.00 - 1.94 (m, 1H). LC-MS (ESI ⁺ ) m/z 303.9 (M+H) ⁺ .

Step 3 - Tert-butyl 4-[3-chloro-4-(2,6-dioxo-3-piperidyl)phenyl]piperazine-l-car boxylate

[1653] In two parallel reactions, a solution of 3-(4-bromo-2-chloro-phenyl)piperidine-2, 6-dione (15.0 g, 49.5 mmol) and tert-butyl piperazine- 1 -carboxylate (13.8 g, 74.3 mmol, CAS# 143238-38-4) in dioxane (250 mL) was added XPhos (2.36 g, 4.96 mmol), Pd2(dba)3 (4.54 g, 4.96 mmol) and t-BuONa (14.2 g, 148 mmol). Then the mixture was stirred at 100 °C for 2 hours under N2 atmosphere. On completion, two parallel reactions of mixture were filtered, the filtrate was acidified with FA (5 mL) until pH = 5, diluted with water (600 mL) and extracted with EA (500 mL X 3). The combined organic layer was dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the residue. The residue was purified by column chromatography (SiO ₂ , PE: EA= 1: 1 to 1 : 3) to give the title compound (16.0 g, 39% yield) as red solid. ¹ H NMR (400 MHz, DMSO-A) δ 10.84 (s, 1H), 7.14 (d, J = 8.8 Hz, 1H), 6.97 (d, J= 2.4 Hz, 1H), 6.91 (dd, J = 2.4, 8.8 Hz, 1H), 4.06 (dd, J= 5.2, 12.0 Hz, 1H), 3.47 - 3.40 (m, 4H), 3.15 - 3.10 (m, 4H), 2.78 - 2.66 (m, 1H), 2.49 - 2.47 (m, 1H), 2.28 - 2.17 (m, 1H), 1.98 - 1.88 (m, 1H), 1.42 (s, 9H). LC-MS (ESL) m/z 408.1 (M+H) ⁺ .

Step 4 - 3-(2-Chloro-4-piperazin-l-yl-phenyl)piperidine-2, 6-dione

[1654] To a solution of tert-butyl 4-[3-chloro-4-(2,6-dioxo-3-piperidyl)phenyl]piperazine-l-car boxylate (6.00 g, 14.7 mmol) in DCM (60 mL) was added TFA (23.0 g, 201 mmol), then the mixture was stirred at 25 °C for 1.5 hrs. On completion, the mixture was concentrated in vacuo to give the title compound (6.00 g, 96% yield, TFA) as black brown oil. LC-MS (ESI ⁺ ) m/z 307.9 (M+H)".

Synthesis of 3-[4-[4-[(4-Aminocyclohexyl)methyl]piperazin-l-yl]-2-chloro- phenyl]piperidine-2,6- dione (Intermediate PI)

Step 1 - Tert-butyl N-[4-[[4-[3-chloro-4-(2,6-dioxo-3-piperidyl)phenyl]piperazin -l-yl] methyl] cyclohexyl] carbamate

[1655] To a solution of 3-(2-chloro-4-piperazin-l-yl-phenyl)piperidine-2, 6-dione (6.00 g, 14.2 mmol, TFA, Intermediate PH) in THF (60 mL) was added TEA (4.32 g, 42.6 mmol). Then tert-butyl N-(4- formylcyclohexyl)carbamate (3.56 g, 15.6 mmol, CAS# 181308-57-6) was added followed by AcOH (854 mg, 14.2 mmol) was added until the pH = 4 at -10 °C. The mixture was stirred at -10 °C for 0.5 hr. Then NaBH(OAc)3 (3.62 g, 17.0 mmol) was added and the mixture was stirred at -10 °C for 0.5 hr. On completion, the mixture was quenched with H ₂ O (5 mL) at - 10 °C, diluted with water (80 mL) and extracted with DCM (80 mL X 3). The combined organic layer was dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the residue. The residue was purified by reverse-phase (0.1% FA condition) to give the title compound (4.20 g, 56% yield) as white solid. ¹ H NMR (400 MHz, DMSO-c/e) δ 10.86 (s, 1H), 7.19 (d, J = 8.8 Hz, 1H), 7.06 (s, 1H), 6.99 - 6.93 (m, 1H), 6.80 (d, J= 8.0 Hz, 1H), 4.08 (dd, J= 4.8, 12.4 Hz, 1H), 3.86 (d, J = 9.6 Hz, 2H), 3.57 - 3.55 (m, 2H), 3.18 - 3.00 (m, 6H), 2.80 - 2.69 (m, 1H), 2.53 (s, 2H), 2.30 - 2.15 (m, 1H), 1.97 - 1.87 (m, 1H), 1.84 - 1.65 (m, 5H), 1.37 (s, 9H), 1.25 - 1.09 (m, 2H), 1.08 - 0.94 (m, 2H). LC-MS (ES1 ⁺ ) m/z 519.5 (M+H) ⁺ .

Step 2 - 3-[4-[4-[(4-Aminocyclohexyl)methyl]piperazin- 1 -yl]-2-chloro-phenyl]piperidine-2, 6-dione

[1656] To a solution of tert-butyl N-[4-[[4-[3-chloro-4-(2,6-dioxo-3-piperidyl)phenyl]piperazin -l- yl]methyl] cyclohexyl] carbamate (4.20 g, 8.09 mmol) in DCM (30 mL) was added TFA (21.4 g, 188 mmol), then the mixture was stirred at 25 °C for 1 hr. On completion, the mixture was concentrated in vacuo to give the title compound (4.10 g, 95 % yield, TFA) as brown oil. LC-MS (ES1 ⁺ ) m/z 418.9 (M+H) ⁺ .

Synthesis of 3- [2-Fluoro-4-(4-piperidyl)anilino]piperidine-2, 6-dione (Intermediate PJ)

Step 1 - Tert-butyl 4-(4-amino-3-fluoro-phenyl)-3,6-dihydro-2H-pyridine-l -carboxylate

[1657] The mixture of 4-bromo-2-fluoro-aniline (10 g, 52.6 mmol, CAS# 367-24-8), Pd(dppf)Ch (3.85 g, 5.26 mmol) and K ₂ CO ₃ (14.5 g, 105.0 mmol) in dioxane (100 mL) and H ₂ O (50 mL) was added tert-butyl 4-(4,4,5,5-tetramethyl- 1 ,3,2-dioxaborolan-2-yl)-3,6-dihydro-2H-pyridine- 1 -carboxylate ( 16.2 g, 52.6 mmol, CAS# 286961-14-6). The mixture was degassed with N2 stream 3 times and then stirred at 90 °C, in N2 atmosphere for 12 hrs. On completion, the residue was diluted with water (200 mL), then the residue was extracted with EA (3 X 500 mL). The combined organic layer was dried over Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. The residue was purified by column chromatography to give the title compound (14.7 g, 95% yield) as yellow oil. ¹ H NMR (400 MHz, DMSO-c/e) δ 7.07 (dd, J = 1.6, 13.2 Hz, 1H), 6.97 (dd, J= 1.6, 8.4 Hz, 1H), 6.72 (t, J= 8.8 Hz, 1H), 5.96 (s, 1H), 5.16 (s, 2H), 3.93 (d, J= 8.4 Hz, 2H), 3.49 (t, J = 5.6 Hz, 2H), 2.36 (d, J= 1.2 Hz, 2H), 1.42 (s, 9H); LC-MS (ESI ⁺ ) m/z 293.1 (M + H) ⁺ .

Step 2 - Tert-butyl 4-(4-amino-3-fluoro-phenyl)piperidine-l -carboxylate

[1658] To a solution of tert-butyl 4-(4-amino-3-fluoro-phenyl)-3,6-dihydro-2H-pyridine-l-carbox ylate (13.0 g, 44.4 mmol) in THF (10 mL) was added Pd/C (12 g, 44.4 mmol, 10 wt%). The reaction mixture was stirred at 25 °C for 12 hrs under H2 (15 Psi). On completion, the reaction mixture was filtered and filtrate was concentrated in vacuo to give the title compound ( 12.0 g, 91 % yield) as yellow oil. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 6.84 (dd, J= 1.6, 12.8 Hz, 1H), 6.73 - 6.67 (m, 2H), 4.89 (s, 2H), 4.03 (d, J = 11.6 Hz, 2H), 2.74 (d, J= 1.2 Hz, 2H), 1.68 (d, J= 12.4 Hz, 2H), 1.40 (s, 9H).

Step 3 - Tert-butyl 4-[4-[(2,6-dioxo-3-piperidyl)amino]-3-fluoro-phenyl]piperidi ne-l-carboxylate [1659] To a solution of tert-butyl 4-(4-amino-3-fluoro-phenyl)piperidine-l -carboxylate (2.00 g, 6.79 mmol) in DMF (30 mL) was added 3-bromopiperidine-2, 6-dione (5.22 g, 27.1 mmol, CAS# 62595-74-8) and NaHCCh (1.71 g, 20.3 mmol). The mixture was then stirred at 70 °C for 12 hrs. On completion, the residue was diluted with water (30 mL), then the residue was extracted with EA (2 X 50 mL). The combined organic layer was dried over Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. The residue was purified by column chromatography to give the title compound (2.70 g, 98% yield) as yellow solid. LC-MS (ESI ⁺ ) m/z 350.1 (M + H) ⁺ .

Step 4 - 3-[2-Fluoro-4-(4-piperidyl)anilino]piperidine-2, 6-dione

[1660] To a mixture of tert-butyl 4-[4-[(2,6-dioxo-3-piperidyl)amino]-3-fluoro-phenyl]piperidi ne-l- carboxylate (200 mg, 493 umol) in DCM (2 mL) was added TFA (56.2 mg, 493 umol, 36.5 uL). The mixture was stirred at 25 °C for 1 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (200 mg, 96% yield, TFA) as brown oil. LC-MS (ES1 ⁺ ) m/z 306. 1(M + H) ⁺ .

Synthesis of 3- [4- [ 1 - [ [4- ](2R)-2-aminopropoxy] cyclohexyl] methyl] -4-piperidyl]-2-fluoro- anilino]piperidine-2, 6-dione (Intermediate PK)

PK

Step 1 - Tert-butyl N-[(lR)-2-[4-[[4-[4-[(2,6-dioxo-3-piperidyl)amino]-3-fluoro- phenyl]-l- piperidyl]methyl]cyclohexoxy]-l-methyl-ethyl]carbamate [1661] To a mixture of 3- [2-fluoro-4-(4-piperidyl)anilino]piperidine-2, 6-dione (50.0 mg, 119 pmol, TFA, Intermediate PJ) and TEA (12.0 mg, 119 pmol) in THF (1 mL) and DMF (0.5 mF) was added HOAc (7. 16 mg, 119 pmol) and tert-butyl N-[(lR)-2-(4-formylcyclohexoxy)-l-methyl-ethyl]carbamate (34.0 mg, 119 pmol, Intermediate NU) at - 10 °C. The reaction mixture was stirred at - 10 °C for 0.5 hr, then N aBH(OAc)3 (50.5 mg, 238 pmol) was added. The reaction mixture was stirred at -10 °C for 1 hr. On completion, the reaction mixture was quenched with water (0.5 mF) and concentrated in vacuo. The residue was purified by prep-HPEC (column: Welch Ultimate C18 150*25mm*5um; mobile phase: [water (FA)-ACN]; gradient: 15%-45% B over 10 min) to give the title compound (15.0 mg, 20% yield, FA) as white solid. ^† H NMR (400 MHz, DMSO-d ₆ ) δ 10.82 (s, 1H), 6.93 (d, J= 12.4 Hz, 1H), 6.87 - 6.80 (m, 1H), 6.79 - 6.72 (m, 1H), 6.61 (d, ./ - 7.6 l lz, 1H), 5.45 - 5.37 (m, 1H), 4.40 - 4.31 (m, 1H), 3.58 - 3.47 (m, 1H), 3.20 - 3.11 (m, 2H), 3.05 (dd, J= 2.8, 4.0 Hz, 2H), 2.82 - 2.71 (m, 1H), 2.58 (d, ./ - 2.8 Hz, 2H), 2.47 - 2.38 (m, 2H), 2.33 (s, 2H), 2.25 - 2.15 (m, 1H), 2.11 - 2.00 (m, 2H), 2.00 - 1.90 (m, 2H), 1.76 (t, J= 12.4 Hz, 4H), 1.69 - 1.58 (m, 2H), 1.57 - 1.46 (m, 1H), 1.37 (s, 9H), 1.17 - 1.04 (m, 2H), 0.99 (d, J = 6.8 Hz, 3H), 0.94 - 0.82 (m, 2H); EC-MS (ESI ⁺ ) m/z 575.4 (M+H) ⁺ .

Step 2 - 3-[4-[l-[[4-[(2R)-2-aminopropoxy]cyclohexyl]methyl]-4-piperi dyl]-2-fluoro-anilino]piperidine- 2,6-dione

[1662] To a solution of tert-butyl N-[(lR)-2-[4-[[4-[4-[(2,6-dioxo-3-piperidyl)amino]-3-fluoro- phenyl] - 1- piperidyl]methyl]cyclohexoxy]-l-methyl-ethyl]carbamate (140 mg, 243 pmol) in DCM (1 mF) was added TFA (1.54 g, 13.4 mmol)stirred at 25 °C for 0.5 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (141 mg, 98% yield, TFA) as white solid. EC-MS (ESF) m/z 475.1 (M+H).

Synthesis of 3-[3-[4-[(4-Aminocyclohexyl)methyl]piperazin-l-yl]anilino]pi peridine-2, 6-dione

(Intermediate PL)

SZ

Step 1 - Tert-butyl N-[4-[[4-(3-nitrophenyl)piperazin-l-yl]methyl]cyclohexyl]car bamate

[1663] To a solution of l-bromo-3-nitro-benzene (1 g, 4.95 mmol, CAS# 585-79-5) and tert-butyl N-[4- (piperazin-l-ylmethyl)cyclohexyl]carbamate (1.62 g, 5.45 mmol, Intermediate SZ) in toluene (15 mL) was added (5-diphenylphosphanyl-9,9-dimethyl-xanthen-4-yl)-diphenyl-ph osphane (143 mg, 247 pmol) and (lE,4E)-l,5-diphenylpenta-l,4-dien-3-one palladium (226 mg, 247 pmol) and CS2CO3 (3.23 g, 9.90 mmol). The mixture was then stirred at 110 °C under N, for 12 hrs. On completion, the mixture was added H ₂ O (50 ml) and extracted with EA mL (30 mL X 3). The organic layers were dried over Na ₂ SO ₄ , filtered and concentrated under reduced pressure to give a residue. The residue was purified by column chromatography (SiO ₂ , PE: EA=10:l to 1: 1) to give the title compound (800 mg, 38% yield) as yellow oil. ¹ H NMR (400 MHz, DMSO-t#,) δ 7.66 - 7.62 (m, 1H), 7.58 (d, J = 7.6 Hz, 1H), 7.47 (t, J= 8.0 Hz, 1H), 7.41 - 7.37 (m, 1H), 6.71 (d, J= 8.0 Hz, 1H), 3.20 - 3.11 (m, 1H), 2.48 - 2.45 (m, 4H), 2.12 (d, J= 7.2 Hz, 2H), 1.77 (d, J = 10.8 Hz, 4H), 1.38 (s, 14H), 1.15 - 1.07 (m, 2H), 0.88 (d, J= 10.8 Hz, 2H).

Step 2 - Tert-butylN-[4-[[4-(3-aminophenyl)piperazin-l-yl]methyl]cycl ohexyl]carbamate

[1664] To a solution of tert-butyl N-[4-[[4-(3-nitrophenyl)piperazin-l-yl]methyl]cyclohexyl]car bamate (800 mg, 1.91 mmol) in THF (10 mL) was added Pd/C (571 mg, 536 pmol) under N2. The suspension was degassed under vacuum and purged with H2 several times. The mixture was stirred under H2 (15 psi) at 25 °C for 6 hrs. On completion, the mixture was filtered and concentrated in vacuo to give the title compound (700 mg, 94% yield) as yellow solid. ¹ H NMR (400 MHz, DMSO-dg) δ 6.90 - 6.77 (m, 1H), 6.71 (d, J = 8.0 Hz, 1H), 6.19 - 6.08 (m, 2H), 6.02 (dd, J= 1.2, 7.6 Hz, 1H), 4.84 (s, 2H), 3.60 - 3.58 (m, 2H), 3.32 (s, 1H), 3.16 (d, J= 8.4 Hz, 1H), 3.07 - 2.92 (m, 4H), 2.45 - 2.34 (m, 4H), 2.09 (d, J = 7.2 Hz, 2H), 1.43 - 1.33 (m, 11H), 1.12 (d, J= 12.0 Hz, 2H), 0.86 (d, J= 12.0 Hz, 2H); LC-MS (ESH) m/z 389.2 (M+H) ⁺ .

Step 3 - Tert-butyl N-[4-[[4-[3-[(2,6-dioxo-3-piperidyl)amino]phenyl]piperazin-l -yl]methyl] cyclohexyl]carbamate

[1665] To a solution of tert-butyl N-[4-[[4-(3-aminophenyl)piperazin-l-yl]methyl]cyclohexyl]car bamate (500 mg, 1.29 mmol) and 3-bromopiperidine-2, 6-dione (345 mg, 1.80 mmol, CAS# 62595-74-8) in DMF (6 mL) was added NallCCh (216 mg, 2.57 mmol). The mixture was then stirred at 80 °C for 16 hrs. On completion, the reaction mixture was diluted with H ₂ O (50 mL) and extracted with EA (30 mL X 3). The combined organic layers were dried over Na ₂ SO ₄ , filtered and concentrated under reduced pressure. The residue was purified by prep-HPLC (column: Phenomenex luna C18 150*25mm* lOum; mobile phase: [water (FA)-ACN]; gradient: 7%-37% B over 10 min) to give the title compound (180 mg, 28% yield) as yellow solid. LC-MS (ESI ⁺ ) m/z 500.2 (M+H) ⁺ .

Step 4 - 3-[3-[4-[(4-Aminocyclohexyl)methyl]piperazin-l-yl]anilino]pi peridine-2, 6-dione

[1666] To a solution of tert-butyl N-[4-[[4-[3-[(2,6-dioxo-3-piperidyl)amino]phenyl]piperazin-l - yl]methyl] cyclohexyl]carbamate (80 mg, 160 pmol) inDCM (l mL) was added TFA (736 mg, 6.46 mmol). The mixture was then stirred at 25 °C for 1 hr. On completion, the mixture was concentrated in vacuo to give the title compound (80 mg, 97% yield) as yellow oil. LC-MS (ESI ⁺ ) m/z 400.1 (M+H) ⁺ .

Synthesis of Tert-butyl N-[(3S,4R)-3-fluoro-4-piperidyl]carbamate (Intermediate PM)

Step 1 - 2,6-Dibenzyloxy-3-(4-bromo-3-fluoro-phenyl)pyridine

[1667] A mixture of l-bromo-2-fluoro-4-iodo-benzene (5 g, 16.6 mmol, CAS# 136434-77-0), 2,6- dibenzyloxy-3-(4,4,5,5-tetramethyl-l,3,2-dioxaborolan-2-yl)p yridine (5.55 g, 13.29 mmol, CAS# 2152673-80-6), Pd(dppf)C12.CHzC12 (1.36 g, 1.66 mmol), and K ₂ CO ₃ (6.89 g, 49.8 mmol) in dioxane (45 mL) and H ₂ O (15 mL) was degassed and purged with N2 for 3 time. Then the mixture was stirred at 80 °C for 2 hrs under N2 atmosphere. On completion, the mixture was diluted with EA (200 mL). The organic layer was washed with water (80 mL X 2), dried over Na ₂ SO ₄ and concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate=15: l to 10: 1) to give the title compound (5.3 g, 68% yield) as white oil. LC-MS (ESI ⁺ ) m/z 465.9 (M+H) ⁺ .

Step 2 - 2,6-Dibenzyloxy-3-[4-[4-(dimethoxymethyl)-l-piperidyl]-3-flu oro-phenyl]pyridine

[1668] A mixture of 2,6-dibenzyloxy-3-(4-bromo-3-fluoro-phenyl)pyridine (300 mg, 646 pmol), 4- (dimethoxymethyl)piperidine (154 mg, 969 pmol), CS2CO3 (631 mg, 1.94 mmol) and Pd-PEPPSI-IHeptCl (62.8 mg, 64.6 pmol) in dioxane (5 mL) was stirred at 100 °C for 16 hrs under N2. On completion, the reaction mixture was diluted with EA (100 mL) and filtered. The filtrate was concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , EA in PE, 0% to 10%) to give the title compound (214 mg, 61% yield) as yellow oil. ¹ H NMR (400 MHz, CDCl ₃ ) δ = 7.59 (d, J = 8.0 Hz, 1H), 7.46 - 7.27 (m, 11H), 7.25 (d, J= 2.0 Hz, 1H), 6.96 (t, J= 8.8 Hz, 1H), 6.46 (d, J= 8.0 Hz, 1H), 5.46 - 5.35 (m, 4H), 4.12 (d, J= 7.2 Hz, 1H), 3.56 - 3.48 (m, 2H), 3.39 (s, 6H), 2.73 - 2.60 (m, 2H), 1.86 (d, J= 12.8 Hz, 2H), 1.83 - 1.71 (m, 1H), 1.62 - 1.57 (m, 1H), 1.56 - 1.50 (m, 1H); LC-MS (ESI ⁺ ) m/z 543.5 (M+H) ⁺ .

Step 3 - 3-[4-[4-(Dimethoxymethyl)-l-piperidyl]-3-fluoro-phenyl]piper idine-2, 6-dione

[1669] To a solution of 2,6-dibenzyloxy-3-[4-[4-(dimethoxymethyl)-l-piperidyl]-3-flu oro- phenyl]pyridine (214 mg, 394 pmol) in THF (10 mL) was added Pd/C (200 mg, 187 pmol, 10 wt%) under Ar. The suspension was degassed under vacuum and purged with H2 several times. The mixture was stirred under H2 (15 Psi) at rt for 16 hrs. On completion, the reaction mixture was filtered and the filtrate was concentrated in vacuo to give the title compound (130 mg, 90% yield) as off-white solid. LC-MS (ESI ⁺ ) m/z 365.0 (M+H) ⁺ .

Step 4 - l-[4-(2,6-Dioxo-3-piperidyl)-2-fluoro-phenyl]piperidine-4-ca rbaldehyde

[1670] A mixture of 3- [4- [4-(dimethoxymethyl)-l -piperidyl] -3 -fluoro-phenyl]piperidine-2, 6-dione (42 mg, 115 pmol) in HCOOH (1 mL) was stirred at 80 °C for 0.5 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (36.6 mg, 99% yield) as brown solid. LC-MS (ESI ⁺ ) m/z 319.1 (M+H) ⁺ .

Synthesis of 3-[4-[4-[[(3S,4R)-4-ammo-3-fluoro-l-piperidyl]methyl]-l-pipe ridyl]-3-fluoro- phenyl]piperidine-2, 6-dione (Intermediate PN)

Step 1 - Tert-butyl N-[(3S,4R)-l-[[l-[4-(2,6-dioxo-3-piperidyl)-2-fluoro-phenyl] -4-piperidyl]methyl]-3- fluoro-4-piperidyl] carbamate

[1671] To a solution of tert-butyl N-[(3S,4R)-3-fluoro-4-piperidyl]carbamate (85.0 mg, 389 pmol, Intermediate PM) in THF (3 mL) and DMF (0.5 mL) was added TEA (389 pmol, 54.2 pL), then l-[4-(2,6- dioxo-3-piperidyl)-2-fluoro-phenyl]piperidine-4-carbaldehyde (124 mg, 389 pmol, CAS# 1434126-99-4) and AcOH (389 pmol, 22.3 pL) were added. After 0.2 hour of stirring, NaBH(OAc)a (165 mg, 778 pmol) was added. The mixture was then stirred at 25 °C for 1 hr. On completion, the mixture was concentrated in vacuo to give the residue. The residue was purified by prep-HPLC (column: Phenomenex luna C18 150*25mm* lOum; mobile phase: [water (FA)-ACN];gradient:2%-32% B over 11 min) to give the title compound (90.0 mg, 44% yield) as a white solid. ’H NMR (400 MHz, DMSO-c4>) δ 10.81 (s, 1H), 7.04 - 6.96 (m, 2H), 6.96 - 6.90 (m, 2H), 4.72 - 4.51 (m, 1H), 3.84 - 3.74 (m, 1H), 3.08 - 2.98 (m, 1H), 2.79 (d, J = 10.4 Hz, 1H), 2.69 - 2.57 (m, 5H), 2.35 - 2.30 (m, 1H), 2.24 - 2.12 (m, 4H), 2.09 - 1.95 (m, 3H), 1.75 (t, ./ - 9.2 Hz, 3H), 1.65 - 1.56 (m, 1H), 1.54 - 1.46 (m, 1H), 1.39 (s, 9H), 1.29 - 1.17 (m, 2H). LC-MS (ESI ⁺ ) m/z 521.1 (M+H) ⁺ .

Step 2 - 3-[4-[4-[[(3S,4R)-4-amino-3-fluoro-l-piperidyl]methyl]-l-pip eridyl]-3-fluoro-phenyl]piperidine- 2,6-dione

[1672] A solution of tert-butyl N-[(3S,4R)-l-[[l-[4-(2,6-dioxo-3-piperidyl)-2-fluoro-phenyl] -4-piperidyl] methyl]-3-fluoro-4-piperidyl]carbamate (70.0 mg, 134 pmol,) in HCl/dioxane (4 mL) was stirred 25 °C for 0.5 hr. On completion, the mixture concentrated in vacuo to give the title compound (55 mg, 89% yield, HC1) as a white solid. LC-MS (ESI ⁺ ) m/z 421.0 (M+H) ⁺ .

Synthesis of 3-(2-Fluoro-4-(piperazin-l-yl)phenyl)piperidine-2, 6-dione (Intermediate PO) Step 1 - 2,6-Bis(benzyloxy)-3-(4-bromo-2-fluorophenyl)pyridine

[1673] To a mixture of 4-bromo-2-fluoro-l -iodo-benzene (2 g, 6.65 mmol, CAS# 105931-73-5) and 2,6- dibenzyloxy-3-(4,4,5,5-tetramethyl-l,3,2-dioxaborolan-2-yl)p yridine (3.05 g, 7.31 mmol, CAS# 2152673- 80-6) in dioxane (20 mL) and H ₂ O (4 mL) were added K ₂ CO ₃ (2.76 g, 19.9 mmol) and Pd(dppf C12'CH ₂ C12 (542 mg, 664 pmol). The mixture was then stirred for 2 hrs at 80 °C under N2. On completion, the reaction was diluted with H ₂ O (60 mL) and extracted with EtOAc (100 mL). The organic layer was washed with brine (60 mL), dried over Na ₂ SO ₄ , fdtered and concentrated in vacuo. The residue was purified by flash silica gel chromatography (ISCO®; 40 g SepaFlash® Silica Flash Column, Eluent of 0~8% Ethyl acetate/Petroleum ethergradient @ 100 mL/min) to give the title compound (2g, 59% yield) as colorless oil. ¹ H NMR (400 MHz, DMSO-t/ ₆ ) δ 7.70 - 7.55 (m, 2H), 7.46 - 7.27 (m, 12H), 6.56 (d, ./“ 8.0 Hz, 1H), 5.37 (s, 4H).

Step 2 - Tert-butyl 4-(4-(2,6-bis(benzyloxy)pyridin-3-yl)-3-fluorophenyl)piperaz ine-l-carboxylate

[1674] To a mixture of 2,6-dibenzyloxy-3-(4-bromo-2-fluoro-phenyl)pyridine (1.95 g, 4.20 mmol) and tert-butyl piperazine- 1 -carboxylate (860 mg, 4.62 mmol, CAS# 57260-71-6) in dioxane (25 mL) was added CS2CO3 (4.10 g, 12.6 mmol) and l,3-bis[2,6-bis(Lpropylbutyl) phenyl]-4,5-dichloro-2H-imidazol-l-ium- 2-ide 3 -chloropyridine dichloropalladium (408 mg, 419 pmol) under N2. The mixture was stirred at 100 °C for 4 hrs. On completion, the reaction was diluted with H ₂ O (40 mL) and extracted with EtOAc (80 mL). The organic layer was washed with brine (40 mL), dried over with Na ₂ SO ₄ , filtered and concentrated in vacuo. The residue was purified by flash silica gel chromatography (ISCO®; 40 g SepaFlash® Silica Flash Column, Eluent of 0~4% Ethyl acetate/Petroleum ethergradient @ 100 mL/min) to give the title compound (1.08g, 44% yield) as yellow oil. ¹ H NMR (400 MHz, CDCl ₃ ) δ 7.53 (m, 1H), 7.46 - 7.25 (m, 11H), 6.77 - 6.63 (m, 2H), 6.46 (d, J= 8.0 Hz, 1H), 5.41 (s, 2H), 5.35 (s, 2H), 3.68 - 3.49 (m, 4H), 3.26 - 3.13 (m, 4H), 1.50 (s, 9H).

Step 3 - Tert-butyl 4-(4-(2,6-dioxopiperidin-3-yl)-3-fluorophenyl)piperazine-l -carboxylate

[1675] To a solution of tert-butyl 4-[4-(2,6-dibenzyloxy-3-pyridyl)-3-fluoro-phenyl]piperazine- l- carboxylate (1.08 g, 1.90 mmol) in THF (20 mL) was added Pd/C (1 g, 939 pmol, 10 wt%) under AB. The suspension was degassed under vacuum and purged with H2 several times. The mixture was stirred under H2 (15 Psi) at 20 °C for 12 hrs. On completion, the mixture was filtered and concentrated in vacuo to give the title compound (670 mg, 90% yield) as white solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 10.81 (s, 1H), 7.11 (t, J= 8.8 Hz, 1H), 6.81 - 6.70 (m, 2H), 3.89 (dd, J = 4.8, 12.4 Hz, 1H), 3.51 - 3.39 (m, 4H), 3.20 - 3.06 (m, 4H), 2.78 - 2.63 (m, 1H), 2.52 (s, 1H), 2.14 (m, 1H), 2.02 - 1.87 (m, 1H), 1.42 (s, 9H).

Step 4 - 3-(2-Fluoro-4-(piperazin-l-yl)phenyl)piperidine-2, 6-dione [1676] A solution of tert-butyl 4-[4-(2,6-dioxo-3-piperidyl)-3-fluoro-phenyl]piperazine-l-ca rboxylate (200 mg, 510 pmol) in CH ₂ CI2 (2 mL) and TFA (0.5 mL) was stirred at 20 °C for 0.5 hr. On completion, the reaction was concentrated in vacuo to give the title compound (207 mg, 99% yield) as colorless oil. LC- MS (ESI ⁺ ) m/z 292.0 (M+H) ⁺ .

Synthesis of 3-(4-(4-(((lr,4r)-4-aminocyclohexyl)methyl)piperazin-l-yl)-2 -fluorophenyl) piperidine-

2,6-dione (Intermediate PP)

PP

Step 1 - Tert-butyl ((lr,4r)-4-((4-(4-(2,6-dioxopiperidin-3-yl)-3-fluorophenyl)p iperazin-l-yl) methyl)cyclohexyl)carbamate

[1677] To a solution of 3 -(2-fluoro-4-piperazin- 1 -yl-phenyl)piperidine-2, 6-dione (200 mg, 686 pmol, Intermediate PO) in THF (5 mL) was added TEA (208 mg, 2.06 mmol, 286 pL), HOAc (61.8 mg, 1.03 mmol, 58.9 pL) and tert-butyl N-(4-formylcyclohexyl)carbamate (156 mg, 686 pmol, CAS# 181308-57-6). The mixture was stirred at 20 °C for 0.5 hr. Then, NaBH(OAc)3 (291 mg, 1.37 mmol) was added at -10 °C, and the mixture was stirred at - 10 °C for 1 hr. On completion, the reaction was diluted with H ₂ O (20 mL) and extracted with EtOAc (60 mL X 2). The combined organic layers were washed with brine (20 mL), dried over with Na ₂ SO ₄ , filtered and concentrated in vacuo. The residue was purified by prep-HPLC (column: Phenomenex luna C18 150 * 25 mm * 10 um; mobile phase: [water (FA) - ACN]; gradient: 10% - 40% B over 10 min) to give the title compound (130 mg, 37% yield) as white solid, ¹ H NMR (400 MHz, DMSO-afc) δ 10.82 (s, 1H), 7.23 - 7.00 (m, 1H), 6.97 - 6.60 (m, 3H), 3.97 - 3.76 (m, 2H), 3.57 (d, J = 5.2 Hz, 1H), 3.23 - 2.98 (m, 6H), 2.72 - 2.60 (m, 3H), 2.24 - 2.04 (m, 2H), 1.98 - 1.90 (m, 1H), 1.78 (d, ./“ 10.4 Hz, 5H), 1.37 (s, 10H), 1.25 - 1.09 (m, 2H), 1.07 - 0.78 (m, 2H); LC-MS (ESI ⁺ ) m/z 503.0 (M+H) ⁺ .

Step 2 - 3-(4-(4-(((lr,4r)-4-aminocyclohexyl)methyl)piperazin-l-yl)-2 -fluorophenyl) piperidine-2, 6-dione [1678] A solution of tert-butyl N-[4-[[4-[4-(2,6-dioxo-3-piperidyl)-3-fluoro-phenyl]piperazi n-l-yl] methyl]cyclohexyl]carbamate (60 mg, 119 pmol) in HCl/dioxane (1 mL, 4M) was stirred at 20 °C for 1 hr. On completion, the mixture was concentrated in vacuo to give the title compound (61 mg, 99% yield) as white solid. LC-MS (ESI ⁺ ) m/z 403.1 (M+H) ⁺ .

Synthesis of 3-[2-Chloro-4-[(3S)-3-methylpiperazin-l-yl]phenyl]piperidine -2, 6-dione (Intermediate PQ)

Step 1 - Tert-butyl (2S)-4-[3-chloro-4-(2,6-dioxo-3-piperidyl)phenyl]-2-methyl-p iperazine-l- carboxylate

To a solution of tert-butyl (2S)-2-methylpiperazine- 1 -carboxylate (695 mg, 3.47 mmol, CAS# 469447-70- 5), 3-(4-bromo-2-chloro-phenyl)piperidine-2, 6-dione (700 mg, 2.31 mmol, synthesized via Steps 1-2 of Intermediate PH), t-BuONa (667 mg, 6.94 mmol) and 4A molecular sieves (100 mg) in dioxane (20 mL) was added XPhos (110 mg, 231 pmol) and PcL/dba); (211 mg, 231 pmol). The reaction was stirred at 100 °C for 3 hrs under Nz. On completion, the reaction was diluted with EA (60 mL). The organic layer was washed with water (60 mL X 2), dried over NazSC)4 and concentrated in vacuo. The residue was purified by column chromatography (SiCL, PE/EA= 10/1 to 1/1) to give the title compound (500 mg, 51% yield) as yellow solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 10.82 (s, 1H), 7.13 (d, J = 8.4 Hz, 1H), 6.94 (d, J= 2.4 Hz, 1H), 6.89 - 6.85 (m, J = 2.4, 8.4 Hz, 1H), 4.23 - 4.14 (m, 1H), 4.07 - 4.03 (m, 1H), 3.80 - 3.74 (m, 1H), 3.60 (d, <7 = 12.0 Hz, 1H), 3.51 (d, J= 12.4 Hz, 1H), 3.20 - 3.08 (m, 1H), 2.91 - 2.84 (m, 1H), 2.77 - 2.62 (m, 2H), 2.29 - 2.17 (m, 1H), 1.99 (s, 1H), 1.96 - 1.89 (m, 1H), 1.42 (s, 9H), 1.17 (d, J = 6.4 Hz, 3H); LC-MS (ESI ⁺ ) m/z 422.2(M+H) ⁺ .

Step 2 - 3-[2-Chloro-4-[(3S)-3-methylpiperazin-l-yl]phenyl]piperidine -2, 6-dione

[1679] To a solution of tert-butyl (2S)-4-[3-chloro-4-(2,6-dioxo-3-piperidyl)phenyl]-2-methyl-p iperazine -1 -carboxylate (350 mg, 829 pmol) inDCM (3 mL) was added TLA (1.54 g, 13.4 mmol, 1 mL). The reaction was stirred at 25 °C for 0.5 hr. On completion the reaction was concentrated in vacuo to give the title compound (361 mg, 99 % yield, TFA) as brown oil. LC-MS (ESP) m/z 322.0 (M+H) ⁺ .

Synthesis of 3-[4-[(3S)-4-[(4-amino-2-oxabicyclo[2.2.2]octan-l-yl)methyl] -3-methyl-piperazin-l-yl] - 2-chloro-phenyl]piperidine-2, 6-dione (Intermediate PR)

PR

Step 1 - Tert-butyl N-[l-[[(2S)-4-[3-chloro-4-(2,6-dioxo-3-piperidyl)phenyl]-2-m ethyl-piperazin -1- yl]methyl]-2-oxabicyclo[2.2.2]octan-4-yl]carbamate

[1680] To a solution of 3-[2-chloro-4-[(3S)-3-methylpiperazin-l-yl]phenyl]piperidine -2, 6-dione (361 mg, 828 pmol, TFA, Intermediate PQ) in DMF (5 mL) was added TEA (83.8 mg, 828 pmol, 115 pL) until the pl 1=8. The mixture was then stirred at 25 °C for 10 mins, then HOAc (49.7 mg, 828 pmol, 47.4 pL) was added until the pH=6. Subsequently, tert-butyl N-(l-formyl-2-oxabicyclo[2.2.2]octan-4-yl)carbamate (232 mg, 911 pmol, CAS# 1417551 -42-8) was added. The mixture was stirred at 50 °C for 20 mins. After that, NaBH(OAc)a (263 mg, 1.24 mmol) was added one portion. The resulting mixture was stirred at 25 °C for 30 mins. On completion, the reaction was concentrated in vacuo. The residue was purified by prep-HPLC (column: Welch Ultimate C18 150 * 25 mm * 5 um; mobile phase: [water (FA) - ACN]; gradient: 15% - 45% B over 10 min) to give the title compound (350 mg, 75 % yield) as white solid. ¹ H NMR (400 MHz, DMSO-afc) δ 10.84 (s, 1H), 7.25 - 6.46 (m, 5H), 4.11 - 4.00 (m, 1H), 3.93 - 3.79 (m, 2H), 3.74 (s, 2H), 3.39 (s, 2H), 3.13 (d, J = 3.2 Hz, 1H), 2.78 - 2.65 (m, 2H), 2.29 - 2.18 (m, 1H), 1.99 - 1.88 (m, 4H), 1.83 - 1.65 (m, 6H), 1.62 - 1.50 (m, 2H), 1.36 (s, 12H); LC-MS (ESI ⁺ ) m/z 561.2 (M+H) ⁺ .

Step 2 - 3-[4-[(3S)-4-[(4-amino-2-oxabicyclo[2.2.2]octan-l-yl)methyl] -3-methyl-piperazin-l-yl] -2- chloro-phenyl]piperidine-2, 6-dione

[1681] To a solution of tert-butyl N-[l-[[(2S)-4-[3-chloro-4-(2,6-dioxo-3-piperidyl)phenyl]-2-m ethyl- piperazin-l-yl]methyl]-2-oxabicyclo[2.2.2]octan-4-yl]carbama te (80 mg, 142 pmol) in DCM (0.5 mL) was added HCI/dioxane (4 M, 200 pL). The reaction was stirred at 40 °C for 0.5 hr. On completion, the reaction was concentrated in vacuo to give the title compound (70.9 mg, 99% yield, HC1) as yellow solid. LC-MS (ESI ⁺ ) Wz 461.2 (M+H) ⁺ .

Synthesis of 3-[2-chloro-4-[(3R)-3-methylpiperazin-l-yl]phenyl]piperidine -2, 6-dione (Intermediate PS)

Step 1 - Tert-butyl(2R)-4-[3-chloro-4-(2,6-dioxo-3-piperidyl)phenyl]- 2-methyl-piperazine-l -carboxylate

To a solution of tert-butyl (2R)-2-methylpiperazine- 1 -carboxylate (1.19 g, 5.95 mmol, CAS# 170033-47- 3), 3-(4-bromo-2-chloro-phenyl)piperidine-2, 6-dione (1.2 g, 3.97 mmol, synthesized via Steps 1-2 of Intermediate PH) in dioxane (20 mL) was added Pdzldbap (363 mg, 396 pmol), XPhos (189 mg, 396 pmol), t-BuONa (1.14 g, 11.9 mmol), and 4A molecular sieves (200 mg). Then the mixture was stirred at 100 °C for 3 hrs under N2 atmosphere. On completion, the residue was diluted with water (30 mL), then extracted with EA (3 X 50 mL). The combined organic layers were dried over Na ₂ SO ₄ , filtered and concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , PE:EA=50: l to PE:EA=2:1, PE:EA=1:1, Pl :Rf=0.34) to give the title compound (790 mg, 47% yield) as yellow solid. ¹ H NMR (400 MHz, DMSO-6#,) δ 10.82 (s, 1H), 7.13 (d, J= 8.4 Hz, 1H), 6.93 (d, J= 2.4 Hz, 1H), 6.87 (dd, J= 2.4, 8.4 Hz, 1H), 4.23 - 4.14 (m, 1H), 4.10 - 4.00 (m, 1H), 3.78 (d, J= 13.2 Hz, 1H), 3.6O (d, J= 12.0 Hz, 1H), 3.51 (d, </ = 12.0 Hz, 1H), 3.20 - 3.08 (m, 1H), 2.87 (dd, J= 3.6, 12.0 Hz, 1H), 2.80 - 2.62 (m, 2H), 2.27 - 2.18 ( m, 1H), 2.00 - 1.88 (m, 2H), 1.42 (s, 9H), 1.20 - 1.14 (m, 3H); LC-MS (ES1 ⁺ ) m/z 421.9 (M+H) ⁺ .

Step 2 - 3-[2-Chloro-4-[(3R)-3-methylpiperazin-l-yl]phenyl]piperidine -2, 6-dione

[1682] To a solution of tert-butyl (2R)-4-[3-chloro-4-(2,6-dioxo-3-piperidyl)phenyl]-2-methyl-p iperazine- 1 -carboxylate (30 mg, 71.1 pmol) in DCM (1 mL) was added TFA (383 mg, 3.37 mmol, 0.25 mL), then the mixture was stirred at 25 °C for 0.5 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (30 mg, 96% yield, TFA) as yellow oil. LC-MS (ESI ⁺ ) m/z 322.0 (M+H) ⁺ . Synthesis of 3-[4-[(3R)-4-[(4-ainino-2-oxabicyclo[2.2.2]octan-l-yl)methyl ]-3-methyl-piperazin-l-yl]-

2-chloro-phenyl]piperidine-2, 6-dione (Intermediate PT)

Step 1 - Tert-butyl N-[l-[[(2R)-4-[3-chloro-4-(2,6-dioxo-3-piperidyl)phenyl]-2-m ethyl-piperazin-l- yl]methyl]-2-oxabicyclo[2.2.2]octan-4-yl]carbamate

[1683] To a solution of 3-[2-chloro-4-[(3R)-3-methylpiperazin-l-yl]phenyl]piperidine -2, 6-dione (360 mg, 826 pmol, TFA, Intermediate PS) in DMF (3 mL) was added TEA (83.5 mg, 826 pmol, 114 pL) until the pl l ^_ 8 - 10. Then tert-butyl N-(l-formyl-2-oxabicyclo[2.2.2]octan-4-yl)carbamate (231 mg, 908 pmol, CAS# 1417551-42-8) in DMF (3 mL) and AcOH (49.6 mg, 826 pmol, 47.2 pL) was added to the mixture and the mixture was stirred at 25 °C for 0.5 hr. Then, NaBH(OAc)3 (350 mg, 1.65 mmol) was added and the mixture was stirred at 25 °C for 1 hr. On completion, the reaction mixture was concentrated in vacuo, the residue was purified by prep-HPLC (column: Welch Ultimate C18 150*25mm*5um; mobile phase : [water (FA) - ACN]; gradient: 15% - 45% B over 10 min) to give the title compound (238 mg, 51% yield) as yellow solid. ¹ H NMR (400 MHz, CDCl ₃ ) δ 8.09 - 8.03 (m, 1H), 7.05 (d, J= 8.4 Hz, 1H), 6.91 (d, J= 2.4 Hz, 1H), 6.78 (dd, J= 2.4, 8.4 Hz, 1H), 4.33 (s, 2H), 4.08 (dd, J = 5.2, 10.8 Hz, 1H), 3.95 (d, J= 14.4 Hz, 4H), 3.40 (s, 3H), 2.75 (t, J = 4.4 Hz, 1H), 2.70 (dd, J= 5.4, 11.2 Hz, 1H), 2.10 (d, J = 10.0 Hz, 3H), 2.05 - 2.03 (m, 1H), 2.01 (d, J= 4.0 Hz, 1H), 1.83 (t, J = 11.2 Hz, 4H), 1.75 (d, J = 12.0 Hz, 1H), 1.62 - 1.55 (m, 2H), 1.43 (s, 9H), 1.26 (s, 3H); LC-MS (ESI ⁺ ) m/z 561.1 (M+H) ⁺ .

Step 2 - 3-[4-[(3R)-4-[(4-amino-2-oxabicyclo[2.2.2]octan- 1 -yl)methyl] -3 -methyl -piperazin- 1 -yl]-2- chloro-phenyl]piperidine-2, 6-dione

[1684] To a solution of tert-butyl N-[l-[[(2R)-4-[3-chloro-4-(2,6-dioxo-3-piperidyl)phenyl]-2-m ethyl- piperazin-l-yl]methyl]-2-oxabicyclo[2.2.2]octan-4-yl]carbama te (80 mg, 142 pmol) in DCM (0.5 mL) was added HCI/dioxanc (4 M, 2 mL), then the mixture was stirred at 25 °C for 0.5 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (70.9 mg, 99% yield, HC1) as yellow oil. LC-MS (ESH) m/z 461.0 (M+H) ⁺ .

Synthesis of 4-Benzylsulfanyl-2-fluoro-aniline (Intermediate PU) and 2-benzylsulfanyl-4-fluoro- aniline (Intermediate PV)

Step 1 - 4-Benzylsulfanyl-2-fluoro-l -nitro-benzene and 2-Benzylsulfanyl-4-fluoro-l -nitro-benzene

[1685] To a solution of 2, 4-difluoro-l -nitro-benzene (10.0 g, 62.8 mmol, CAS# 446-35-5) in acetone (100 mL) was added K ₂ CO ₃ (17.3 g, 125 mmol), then BnSH (6.21 g, 50.0 mmol, CAS# 100-53-8) was added and the mixture was stirred at 56 °C for 12 hrs. On completion, the mixture was poured into ice water (100 mL), and extracted with DCM (100 mL X 3). The combined organic layer was dried over anhydrous NajSOz, filtered and concentrated in vacuo to give the residue. The water phase was quenched with NaClO (80 mL), then discarded. The residue was purified by reverse-phase (0.1% FA condition) to give the title compounds (9.2 g, 55% yield, mixture of regioisomers) as yellow solid. ¹ H NMR (400 MHz, DMSO-c/e) δ 8.32 (dd, J= 5.6, 9.2 Hz, 1H), 7.63 - 7.50 (m, 2H), 7.44 (s, 1H), 7.40 - 7.35 (m, 2H), 7.31 - 7.21 (m, 2H), 4.40 (s, 2H).

Step 2 - 4-Benzylsulfanyl-2-fluoro-aniline & 2-benzylsulfanyl-4-fluoro-aniline

[1686] To a solution of 4-benzylsulfanyl-2-fluoro- 1 -nitro-benzene (9.20 g, 34.9 mmol, mixture of regioisomers) in EtOH (100 mL) and H ₂ O (20 mL) was added Fe (11.7 g, 209 mmol) and NH4CI (18.6 g, 349 mmol), then the mixture was stirred at 80 °C for 2 hrs. On completion, the mixture was filtered and concentrated in vacuo to give the residue. SFC indicated two peaks, the first peak was 2-benzylsulfanyl-4- fluoro- aniline and the second peak was 4-benzylsulfanyl-2-fluoro-aniline, which were confirmed by 2D NMR. The residue was purified by column chromatography (SiO ₂ , PE: EA = 1 : 1), which was further separated by SFC (column: DAI CEL CHIRALCEL OJ (250mm*30mm, lOum); mobile phase: [CO2- MeOH]; B%: 35%, isocratic elution mode) to give 4-benzylsulfanyl-2-fluoro-aniline (2.40 g, 29% yield) as gray oil ( ¹ H NMR (400 MHz, DMSO-A) δ 7.29 - 7.24 (m, 2H), 7.23 - 7.17 (m, 3H), 6.97 (dd, J = 2.0, 11.6 Hz, 1H), 6.86 (dd, J= 1.6, 8.4 Hz, 1H), 6.66 (dd, J= 8.4, 9.6 Hz, 1H), 5.27 (s, 2H), 4.01 (s, 2H). LC- MS (ESI ⁺ ) m/z 234.1 (M+H) ⁺ ) and 2-benzylsulfanyl-4-fluoro-aniline (4.2 g, 51.52% yield) as gray oil ( ^† H NMR (400 MHz, DMSO-r/ ₆ ) δ 7.30 - 7.18 (m, 5H), 6.91 (dd, J = 2.8, 9.2 Hz, 1H), 6.87 - 6.82 (m, 1H), 6.70 (dd, J= 5.2, 8.8 Hz, 1H), 5.11 (s, 2H), 4.04 (s, 2H). LC-MS (ESH) m/z 233.9 (M+H) ⁺ ).

Synthesis of 3-Fluoro-4-[[4-[(3S)-3-hydroxy-3-methyl-l-piperidyl]-5-(trif luoromethyl)pyrimidin-2- yl] aminojbenzenesulfonyl chloride (Intermediate PW)

Step 1 - N-(4-benzylsulfanyl-2-fluoro-phenyl)-4-chloro-5-(trifluorome thyl)pyrimidin-2-amine

[1687] To a solution of 2,4-dichloro-5-(trifluoromethyl)pyrimidine (372 mg, 1.71 mmol, CAS# 3932-97- 6) in t-BuOH (4 mL) and DCE (4 mL) was added ZnCI? (1 M, 2.06 mL) at 0 °C and the mixture was stirred at 0 °C for 1 hr. Then 4-benzylsulfanyl-2-fluoro-aniline (400 mg, 1.71 mmol, Intermediate PU) and TEA (190 mg, 1.89 mmol) in DCE (4 mL) and t-BuOH (4 mL) was added at 0 °C , then the mixture was stirred at 25 °C for 14 hrs. On completion, the mixture was diluted with water (5 mL) and extracted with EA (5 mLX 3). The combined organic layer was dried over anhydrous Na?SO4, filtered and concentrated in vacuo to give the residue. The residue was purified by prep-HPLC (column: Phenomenex luna C18 150*25mm* lOum; mobile phase: [water (FA) - ACN]; gradient: 69% - 99% B over 10 min) to give the title compound (300 mg, 42% yield) as yellow solid. ¹ H NMR (400 MHz, DMSO-r/g) δ 10.32 (s, 1H), 8.73 (s, 1H), 7.45 (t, J= 8.4 Hz, 1H), 7.41 - 7.37 (m, 2H), 7.34 - 7.29 (m, 3H), 7.27 - 7.22 (m, 1H), 7.17 (dd, J = 1.6, 8.4 Hz, 1H), 4.31 (s, 2H). LC-MS (ESI ⁺ ) m/z 413.9 (M+H) ⁺ .

Step 2 - (3S)-l-[2-(4-benzylsulfanyl-2-fluoro-anilino)-5-(trifluorome thyl)pyrimidin-4-yl]-3-methyl- piperidin-3-ol [1688] To a solution of N-(4-benzylsulfanyl-2-fluoro-phenyl)-4-chloro-5-(trifluorome thyl)pyrimidin-2- amine (100 mg, 241 pmol) in DMF (1 mL) was added DIEA (31.2 mg, 241 pmol), then (3S)-3- methylpiperidin-3-ol (54.9 mg, 362 pmol, CAS# 2305080-37-7) was added and the mixture was stirred at 25 °C for 2 hrs. On completion, the mixture was filtered to give the residue. The residue was purified by prep-HPLC (column: Phenomenex luna C18 150*25mm* lOum; mobile phase: [water (FA) - ACN]; gradient: 61% - 91% B over 10 min) to give the title compound (90.0 mg, 75% yield) as white solid. ^† H NMR (400 MHz, CDCl ₃ ) δ 8.35 (s, 1H), 8.14 (t, J= 8.4 Hz, 1H), 7.32 - 7.27 (m, 2H), l.T! - 7.20 (m, 4H), 7.12 - 7.03 (m, 2H), 4.07 (s, 2H), 4.00 (d, J= 13.6 Hz, 1H), 3.89 - 3.86 (m, 1H), 3.18 - 3.09 (m, 1H), 3.06 (d, J = 13.6 Hz, 1H), 1.98 - 1.84 (m, 1H), 1.80 - 1.77 (m, 1H), 1.68 - 1.57 (m, 2H), 1.56 - 1.50 (m, 1H), 1.24 (s, 3H). LC-MS (ESI ⁺ ) m/z 493.3 (M+H) ⁺ .

Step 3 - 3-fhioro-4-[[4-[(3S)-3-hydroxy-3-methyl-l-piperidyl]-5-(trif hioromethyl)pyrimidin-2-yl] amino]benzenesulfonyl chloride

[1689] To a solution of (3S)-l-[2-(4-benzylsulfanyl-2-fluoro-anilino)-5-(trifluorome thyl)pyrimidin-4-yl] - 3-methyl-piperidin-3-ol (69.0 mg, 140 pmol) in ACN (1 mL), AcOH (0.1 mL) and H ₂ O (0.01 mL) was added NCS (74.8 mg, 560 pmol). Then the mixture was stirred at 25 °C for 40 mins under dark atmosphere. On completion, the mixture was diluted with water (3 mL) and extracted with EA (3 mL X 3). The combined organic layer was dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (50.0 mg, 76% yield) as colorless oil. LC-MS (ESI ⁺ ) m/z 468.9 (M+H) ⁺ .

Synthesis of 6-Chloro-8-(l-cyclopropylethyl)-2-methylsulfonyl-pyrido [2,3-d]pyrimidin-7-one (Intermediate PX)

Step 1 - 5-Bromo-2-chloro-N-(l-cyclopropylethyl)pyrimidin-4-amine

[1690] To a solution of 5-bromo-2,4-dichloro-pyrimidine (20.0 g, 87.7 mmol, 11.2 mL, CAS# 36082-50- 5) in MeCN (200 mL) was added TEA (20.4 g, 201 mmol, 28.1 mL) and 1 -cyclopropylethanamine hydrochloride (13.9 g, 114 mmol, CAS# 42390-64-7) at 0 °C. Then the mixture was stirred at 25 °C for 16 hrs. On completion, the mixture was poured into H ₂ O (200 mL), and extracted with EA(200 mL X 3). The organic layer was washed with brine (100 mL) and dried with anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (23.4 g, 91% yield) as white solid. LC-MS (ESI ⁺ ) m/z 277.8 (M + 3) ⁺ .

Step 2 - 5-Bromo-N-(l-cyclopropylethyl)-2-methylsulfanyl-pyrimidin-4- amine

[1691] To a solution of 5-bromo-2-chloro-N-(l-cyclopropylethyl)pyrimidin-4-amine (23.4 g, 84.6 mmol) in DMF (230 mL) was added NaSMe (14.8 g, 211 mmol, 13.5 mL) at 0 °C, then the mixture was stirred at 25 °C for 12 hours. On completion, the mixture was poured into H ₂ O (300 mL) and extracted with EA (300 mL X 3). Then the combined organic layer was dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (24.0 g, 98% yield) as yellow solid. LC-MS (ESI ⁺ ) m/z 290.0 (M + 3) ⁺ . The water layer was quenched with NaClO (100 mL) at 0°C, then discarded.

Step 3 - Methyl (E)-3-[4-(l-cyclopropylethylamino)-2-methylsulfanyl-pyrimidi n-5-yl]prop-2-enoate

[1692] To a solution of 5-bromo-N-(l-cyclopropylethyl)-2-methylsulfanyl-pyrimidin-4- amine (12 g, 41.6 mmol) in DMF (150 mL) was added Pd(PPh ₃ )4 (4.81 g, 4.16 mmol) and TEA(12.6 g, 125 mmol, 17.4 mL), then methyl prop-2-enoate (31.8 g, 370 mmol, 33.3 mL)was added at 25 C. The mixture was then stirred at 90 °C for 48 hrs under N2 atmosphere. On completion, the mixture was quenched with NaClO (50 mL) at 0°C, diluted with H ₂ O (300 mL), and extracted with EA(300 mL X 3). The combined organic layer was washed with saturated brine (100 mL), dried over anhydrous Na ₂ SO ₄ , fdtered and concentrated in vacuo to give the residue. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate=20 : 1 to 4 : 1) to give the title compound (4.20 g, 34% yield) as a yellow oil. ¹ H NMR (400 MHz, DMSO-t/g) δ 8.36 (s, 1H), 7.81 (d, J= 16.0 Hz, 1H), 7.65 (d, J = 8.0 Hz, 1H), 6.51 (d, J = 15.6 Hz, 1H), 3.72 (s, 3H), 3.70 - 3.64 (m, 1H), 2.41 (s, 3H), 1.24 -1.22 (m, 3H), 1.11 - 1.03 (m, 1H), 0.49 - 0.36 (m, 2H), 0.31 - 0.18 (m, 2H). LC-MS (ES1 ⁺ ) m/z 294.4(M + H) ⁺ .

Step 4 - 8-(l-Cyclopropylethyl)-2-methylsulfanyl-pyrido[2,3-d]pyrimid in-7-one

[1693] To a solution of methyl (E)-3-[4-(l-cyclopropylethylamino)-2-methylsulfanyl-pyrimidi n-5- yl]prop-2-enoate (3.00 g, 10.2 mmol) in NMP (30 mL) was added DBU (7.78 g, 51.1 mmol, 7.71 mL) , then the mixture was stirred at 120 °C for 2 hrs. On completion, the reaction mixture was diluted with H ₂ O (100 mL) and extracted with DCM (50 mL X 3). The combined organic layer was dried over anhydrous

Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (3.20 g, 59% yield) as a brown oil. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 8.87 (s, 1H), 7.91 (d, J = 9.6 Hz, 1H), 6.60 ( s, 1H), 4.86 - 4.46 (m, 1H), 2.52 (s, 3H), 2.05 - 2.02 (m, 1H), 1.68 - 1.56 (m, 3H), 0.66 - 0.58 (m, 1H), 0.38 (s, 2H), 0.08 (s, 1H). LC- MS (ESI ⁺ ) m/z 262.0(M + H) ⁺ .

Step 5 - 8-(l-Cyclopropylethyl)-2-methylsulfonyl-pyrido[2,3-d]pyrimid in-7-one

[1694] To a solution of 8-(l-cyclopropylethyl)-2-methylsulfanyl-pyrido[2,3-d]pyrimid in-7-one (2.00 g, 7.65 mmol) in DCM (20 mL) was added m-CPBA (3.42 g, 16.8 mmol, 85% solution) at 0°C, then the mixture was stirred at 25 °C for 1 hr. On completion, the reaction mixture was quenched with saturated Na2SOi (10 mL) and saturated Na2COa (10 mL) at 0 °C, diluted with H ₂ O (30 mL) and extracted with EA (20 mL X 3). The combined organic layer was dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. The residue was purified by reversed-phase (0.1% FA condition) to give the title compound (1.00 g, 44% yield) as a white solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 9.29 (s, 1H), 8.10 (d, J = 9.6 Hz, 1H), 6.90 (d, J = 9.2 Hz, 1H), 4.80 - 4.47 (m, 1H), 3.45 (s, 3H), 2.09 - 1.86 (m, 1H), 1.65 (s, 3H), 0.64 - 0.63 (m, 1H), 0.46 - 0.27 (m, 2H), 0.11 (s, 1H). LC-MS (ES1 ⁺ ) m/z 294.1 (M + H) ⁺ .

Step 6 - 6-Chloro-8-(l-cyclopropylethyl)-2-methylsulfonyl-pyrido[2,3- d]pyrimidin-7-one

[1695] To a solution of 8-(l-cyclopropylethyl)-2-methylsulfonyl-pyrido[2,3-d]pyrimid in-7-one (300 mg, 1.02 mmol) in DMF (5 mL) was added NCS (409 mg, 3.07 mmol) , then the mixture was stirred at 70 °C for 48 hours. On completion, the reaction mixture was diluted with H ₂ O (20 mL) and extracted with EA ( 10 mLX 3). The combined organic layer was dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. Then the residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acctatcH O : 1 to 2 : 1) to give the title compound ( 1.20 g, 89% yield) as a yellow oil. ¹ H NMR (400 MHz, DMSO-cA,) 5 9.27 (s, 1H), 8.53 (s, 1H), 4.88 - 4.51 (m, 1H), 3.46 (s, 3H), 2.49 - 2.37 (m, 1H), 1.67 (s, 3H), 0.65 - 0.64 (m, 1H), 0.48 - 0.43 (m, 1H), 0.35 - 0.30 (m, 1H), 0.15 (s, 1H). LC-MS (ESI ⁺ ) m/z 328.1(M+H) ⁺ .

Synthesis of 2-[4-(7-azaspiro[3.5]nonan-2-ylsulfonyl)-2-methyl-anilino]-6 -chloro-8-(l- cyclopropylethyl)pyrido[2,3-d]pyrimidin-7-one (Intermediate PY)

Step 1 - Tert-butyl 2-[4-[[6-chloro-8-(l-cyclopropylethyl)-7-oxo-pyrido[2,3-d]py rimidin-2-yl]amino]-3- methyl-phenyl]sulfonyl-7-azaspiro [3.5]nonane-7-carboxylate

[1696] To a solution of tert-butyl 2-(4-amino-3-methyl-phenyl)sulfonyl-7-azaspiro[3.5]nonane-7- carboxylate (320 mg, 811 pmol, Intermediate PF) in DMF (10 mL), was added t-BuOK (273 mg, 2.43 mmol) was at 0°C, then 6-chloro-8-(l-cyclopropylethyl)-2-methylsulfonyl-pyrido[2,3- d]pyrimidin-7-one (797.60 mg, 2.43 mmol, Intermediate PX). Finally, the mixture was stirred at 25 °C for 2 hrs under N2 atmosphere. On completion, the reaction mixture was diluted with H ₂ O (20 mL) and extracted with EA ( 10 mLX 3). The combined organic layer was dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. Then the residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate=8 : 1 to 2 : 1) to give the title compound (100 mg, 19% yield) as a yellow solid. ¹ H NMR (400 MHz, DMSO-dg) δ 9.76 - 9.66 (m, 1H), 8.77 (s, 1H), 8.24 - 8.17 (m, 1H), 7.80 - 7.65 (m, 3H), 4.13 (t, J= 8.4 Hz, 1H), 2.89 (s, 3H), 2.73 (s, 3H), 2.36 - 2.32 (m, 4H), 2.13 - 2.05 (m, 4H), 2.01 - 1.92 (m, 4H), 1.52 - 1.41 (m, 9H), 1.23 (s, 1H), 0.89 - 0.78 (m, 1H), 0.37 - 0.19 (m, 2H), 0.17 - -0.01 (m, 2H). LC-MS (ESI ⁺ ) m/z 642.2(M+H) ⁺ .

Step 2 2-[4-(7-azaspiro[3.5]nonan-2-ylsulfonyl)-2-methyl-anilino]-6 -chloro-8-(l- cyclopropylethyl)pyrido[2,3-d]pyrimidin-7-one

[1697] To a solution oftert-butyl 2-[4-[[6-chloro-8-(l-cyclopropylethyl)-7-oxo-pyrido[2,3-d]py rimidin-2- yl]amino]-3-methyl-phenyl]sulfonyl-7-azaspiro[3.5]nonane-7-c arboxylate (50.0 mg, 77.8 pmol) in DCM (2 mL) was added TFA (8.88 mg, 77.8 nmol, 5.78 pL), then the mixture was stirred at 25 °C for 0.5 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (40.0 mg, 78% yield, TFA) as a brown oil. LC-MS (ESI ⁺ ) m/z 542.2(M+H) ⁺ .

Synthesis of 8-Cyclopentyl-2-(methylsulfonyl)-5,8-dihydropyrido[2,3-d]pyr imidin-7(6H)-one

(Intermediate PZ)

PZ

[1698] To a solution of 8-cyclopentyl-2-(methylthio)-5,8-dihydropyrido[2,3-d]pyrimid in-7(6H)-one (260 mg, 987 pmol, Intermediate HN) in DCM (8 mL) was added m-CPBA (801 mg, 3.95 mmol, 85% solution). The mixture was stirred at 25 °C for 1 hr. The reaction mixture was diluted with Na ₂ SO ₄ (20 mL) and extracted with DCM (20 mL X 3). The combined organic layers were washed with N HCO3(20 mL) and NaCl (20 mL), dried over Na2SCL, filtered and concentrated in vacuo to give the title compound (253 mg, 87% yield) as white oil. LC-MS (ESL) m/z 296.0 (M+H) ⁺ .

Synthesis of 2-((4-((7-Azaspiro[3.5]nonan-2-yl)sulfonyl)-2-methylphenyl)a mino)-8-cyclopentyl-5,8- dihydropyrido[2,3-d]pyrimidin-7(6H)-one (Intermediate QA) Step 1 - Tert-butyl 2-((4-((8-cyclopentyl-7-oxo-5,6,7,8-tetrahydropyrido[2,3-d]p yrimidin-2-yl)amino)-3- methylphenyl)sulfonyl)-7-azaspiro[3.5]nonane-7-carboxylate

[1699] A mixture of 8-cyclopentyl-2-(methylsulfonyl)-5,8-dihydropyrido[2,3-d]pyr imidin-7(6H)-one (329 mg, 1.11 mmol, Intermediate PZ), tert-butyl 2-((4-amino-3-methylphenyl)sulfonyl)-7- azaspiro[3.5]nonane-7-carboxylate (439 mg, 1.11 mmol, Intermediate PF), and t-BuOK (499 mg, 4.46 mmol) at 0 °C in DMF (2 mL) was degassed and purged with N2 three times, and then the mixture was stirred at 0 °C for 1 hr under N2 atmosphere. On completion, the reaction mixture was concentrated in vacuo to give a residue. The residue was firstly purified by prep-HPLC (column: Phenomenex luna C18 150*25mm* 10um;mobile phase: [water(FA)-ACN];B%: 53%-83%,10min), then was purified by prep- HPLC (column: Phenomenex luna C18 150*25mm* 10um;mobile phase: [water(FA)-ACN];B%: 58%- 88%,10min) to give the title compound (30.0 mg, 4% yield) as a yellow solid. LC-MS (ESL) m/z 610.4(M+H) ⁺ .

Step 2 - l-(l-(2,6-Dioxopiperidin-3-yl)-4-fluoro-3-methyl-2-oxo-2,3-d ihydro-lH-benzo[d]imidazol-5- yl)piperidine-4-carbaldehyde

[1700] To a solution of 3-[5-[4-(dimethoxymethyl)-l-piperidyl]-4-fluoro-3-methyl-2-o xo-benzimidazol-

1-yl]piperidine-2, 6-dione (30.0 mg, 69.0 pmol) was added HCOOH (3.32 mg, 69.05 pmol, 1 mL). The mixture was then stirred at 80 °C for 1 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (24.0 mg, 89% yield) as a brown solid. LC-MS (ESI ⁺ ) m/z 389.0(M+H) ⁺ .

Step 3 - 2-((4-((7-Azaspiro[3.5]nonan-2-yl)sulfonyl)-2-methylphenyl)a mino)-8-cyclopentyl-5,8- dihydropyrido[2,3-d]pyrimidin-7(6H)-one

[1701] To a solution of tert-butyl 2-((4-((8-cyclopentyl-7-oxo-5,6,7,8-tetrahydropyrido[2,3-d]p yrimidin-

2-yl)amino)-3-methylphenyl)sulfonyl)-7-azaspiro[3.5]nonan e-7-carboxylate (30.0 mg, 49.2 pmol,) in DCM (1.5 mL) was added TFA (767mg, 6.73 mmol, 0.5 mL). The mixture was then stirred at 25 °C for 0.5 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (25.0 mg, 99% yield) as a yellow solid. LC-MS (ESI ⁺ ) m/z 510.2(M+H) ⁺ .

Synthesis of l-[2-[4-(7-Azaspiro[3.5]nonan-2-ylsulfonyl)-2-methyl-anilino ]-5-

(trifluoromethyl)pyrimidin-4-yl]-4-methyl-piperidin-4-ol (Intermediate QB)

Step 1 - Tert-butyl 2-[4-[[4-(4-hydroxy-4-methyl-l-piperidyl)-5-(trifluoromethyl ) pyrimidin-2-yl] amino]- 3-methyl-phenyl]sulfonyl-7-azaspiro[3.5]nonane-7-carboxylate

[1702] To a solution of 4-methylpiperidin-4-ol (48.0 mg, 417 pmol, CAS# 3970-68-1) inACN (4 mL) was added TEA (363 mg, 0.5 mL), then tert-butyl 2-[4-[[4-chloro-5-(trifluoromethyl) pyrimidin-2-yl] amino]- 3-methyl-phenyl] sulfonyl-7-azaspiro[3.5]nonane-7-carboxylate (200 mg, 347 pmol, Intermediate NK) was added to the former mixture. Then the mixture was stirred at 25 °C for 2 hrs. On completion, the mixture was diluted with EA (10 mL) and water (20 mL), then extracted with EA (3 X 10 mL). The combined organic layer was dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (200 mg, 88% yield) as a white solid. H NMR (400 MHz, DMSO-de) δ 1.14 (s, 3H), 1.17 (m, 2 H), 1.37 (s, 9H), 1.39 - 1.43 (m, 2H), 1.48 - 1.52 (m, 4H), 1.92 - 2.00 (m, 3H), 2.04 - 2.12 (m, 2H), 2.34 (s, 3H), 3.1 - 3.25 (m, 4H), 3.36 - 3.40 (m, 1H), 3.72 (d, J = 13.2 Hz, 2H), 4.02 - 4.11 (m, 1H), 4.42 (s, 1H), 7.5 - 7.72 (m, 2H), 7.92 (d, J= 8.4 Hz, 1H), 8.37 (s, 1H), 9.14 (s, 1H). LC-MS (ESH) m/z 654.4 (M+H) ⁺ .

Step 2 - l-[2-[4-(7-Azaspiro[3.5]nonan-2-ylsulfonyl)-2-methyl-anilino ]-5-(trifluoromethyl)pyrimidin-4- yl]-4-methyl-piperidin-4-ol

[1703] To a solution of tert-butyl 2-[4-[[4-(4-hydroxy-4-methyl-l-piperidyl)-5- (trifluoromethyl)pyrimidin-2-yl]amino]-3-methyl-phenyl]sulfo nyl-7-azaspiro[3.5]nonane-7-carboxylate (100 mg, 152 pmol) in DCM (4 mL) was added TFA (16.8 mmol, 1.25 mL), then the mixture was stirred at 25 °C for 1 hr. On completion, the mixture was concentrated in vacuo to give the compound (100 mg, 97% yield, TFA) as yellow solid. LC-MS (ESI ⁺ ) m/z 554.2 (M+H) ⁺ .

Synthesis of l-[l-(2,6-Dioxo-3-piperidyl)-2-oxo-4-pyridyl]piperidine-4-ca rbaldehyde (Intermediate QC)

Step 1 - 3-(4-Bromo-2-oxopyridin-l(2H)-yl)piperidine-2, 6-dione

[1704] To a mixture of 4-bromopyridin-2(17/)-one (10.0 g, 57.5 mmol, CAS# 36953-37-4) in THF (50.0 mL) and DMSO (50.0 mL) was added t-BuOK (12.9 g, 115 mmol) at 0 °C and the mixture was stirred for 0.5 h. Then 3-bromopiperidine-2, 6-dione (16.6 g, 86.2 mmol, CAS# 62595-74-8) in THF (50.0 mL) was added at 0 °C and the resulting mixture was allowed to warm up to rt and the mixture was stirred for 16 h. On completion, the reaction mixture was poured into saturated aqueous NH4CI (LO L), extracted with ethyl acetate (200 mL x 3) and MeCN (200 mL x 3). The combined organic layers were dried over anhydrous

Na ₂ SO ₄ , filtered and concentrated under reduced pressure to give a residue (16.0 g). The residue (16.0 g) was triturated with ethyl acetate (300 mL) at rt for 1 h, filtered to give a filter cake as the crude product (3.8 g). The crude was further triturated with MeOH (30.0 mL) at rt for 1 h, filtered and the filter cake was dried to give the title compound (2.06 g, 12% yield) as a purple solid. LC-MS (ESL) m/z 287.2 & 285.2 ( ^Xl Br+11 & ⁷⁹ Br+H) ⁺ ; ¹ H NMR (400 MHz, DMSO-t/ ₆ ) d = 11.06 (s, 1H), 7.65 (d, J = 7.2 Hz, 1H), 6.78 (d, J= 2.0 Hz, 1H), 6.54 (dd, J= 2.0, 7.2 Hz, 1H), 5.64 - 5.13 (m, 1H), 2.93 - 2.70 (m, 1H), 2.66 - 2.52 (m, 2H), 2.07 - 1.91 (m, 1H).

Step 2 - 3-[4-[4-(Dimethoxymethyl)-l-piperidyl]-2-oxo-l-pyridyl]piper idine-2, 6-dione

[1705] To a solution of 3-(4-bromo-2-oxo-l-pyridyl)piperidine-2, 6-dione (110 mg, 386 pmol) and 4- (dimethoxy methyl)piperidine (92.2 mg, 579 pmol, CAS# 188646-83-5) in dioxane (1 mL) was added CS2CO3 (377 mg, 1.16 mmol), and Pd-PEPPSI-IHeptCl (37.5 mg, 38.6 pmol). The mixture was then stirred at 100 °C for 16 hrs. On completion, the mixture was filtered, and the filtrate was diluted with H ₂ O (5 mL) and DCM (5 mL), then extracted with DCM (10 mL X 3). The combined organic layer was dried over

Na ₂ SO ₄ , then filtered and concentrated in vacuo to give the residue. The residue was purified by prep-HPLC (column: Phenomenex luna C 18 150*25mm* lOum; mobile phase: [water (FA)- ACN]; gradient: 10%-40% B over 8 min) to give the title compound (10.0 mg, 7% yield) as a white solid. ¹ H NMR (400 MHz, CHLOROFORM-^ 5 7.96 (s, 1H), 6.99 - 6.91 (m, 1H), 6.03 - 6.00 (m, 1H), 5.77 - 5.68 (m, 1H), 3.84 (d, ./ - 12.4 Hz, 2H), 2.86 (s, 3H), 2.58 - 2.45 (m, 1H), 2.26 - 2.21 (m, 1H), 1.82 (d, J = 14.4 Hz, 2H), 1.40 - 1.24 (m, 5H). LC-MS (ESL) m/z 364.1 (M+H) ⁺ .

Step 3 - l-[l-(2,6-Dioxo-3-piperidyl)-2-oxo-4-pyridyl]piperidine-4-ca rbaldehyde

[1706] To a solution of 3-[4-[4-(dimethoxymethyl)-l-piperidyl]-2-oxo-l-pyridyl]piper idine-2, 6-dione (10.0 mg, 27.5 pmol) in formic acid (1 mL) was stirred at 60 °C for 0.5 hr. On completion, the mixture was concentrated in vacuo to give the title compound (8.20 mg, 94% yield) as a white solid. LC-MS (ESI ⁺ ) m/z 363.2 (M+H) ⁺ .

Synthesis of 2-[l-[2-[4-(7-Azaspiro[3.5]nonan-2-ylsulfonyl)-2-methyl-anil ino]-5-(trifhioroniethyl) pyrimidin-4-yl]pyrrolidin-3-yl]propan-2-ol (Intermediate QD)

QD

Step 1 - Tert-butyl 2-[4-[[4-[3-(l-hydroxy-l-methyl-ethyl)pyrrolidin-l-yl]-5-(tr ifluoromethyl)pyrimidin-2- yl]amino]-3-methyl-phenyl]sulfonyl-7-azaspiro[3.5]nonane-7-c arboxylate

[1707] To a solution of 2-pyrrolidin-3-ylpropan-2-ol;hydrochloride (34.6 mg, 208 pmol, CAS# 1357923-

37-5) in ACN (2 mL) was added TEA (48.4 pL, 348 pmol). Then tert-butyl 2-[4-[[4-chloro-5- (trifluoromethyl)pyrimidin-2-yl]amino]-3-methyl-phenyl]sulfo nyl-7-azaspiro[3.5]nonane-7-carboxylate (100 mg, 174 Limol, Intermediate NK) was added and the mixture was stirred at 25 °C for 2 hrs. On completion, the mixture was diluted with water (50 mL) and extracted with EA (20 mL X 3). The combined organic layers were dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (100 mg, 86% yield) as yellow solid. ¹ H NMR (400 MHz, DMSO-c/g) δ 8.97 (s, 1H), 8.33 (s, 1H), 8.06 (d, ./ - 8.4 Hz, 1H), 7.66 (s, 1H), 7.61 - 7.59 (m, 1H), 4.42 (s, 1H), 4.10 - 4.03 (m, 1H), 3.72 - 3.63 (m, 1H), 3.56 - 3.54 (m, 1H), 3.51 - 3.42 (m, 2H), 3.24 - 3.15 (m, 4H), 2.35 (s, 3H), 2.19 - 2.17 (m, 1H), 2.07 - 2.05 (m, 2H), 1.98 - 1.92 (m, 2H), 1.90 - 1.89 (m, 1H), 1.81 - 1.76 (m, 1H), 1.51 - 1.46 (m, 2H), 1.44 - 1.39 (m, 2H), 1.37 (s, 9H), 1.11 (d, J = 4.4 Hz, 6H). LC-MS (ESI ⁺ ) m/z 668.3 (M+H) ⁺ .

Step 2 - 2-[l-[2-[4-(7-Azaspiro[3.5]nonan-2-ylsulfonyl)-2-methyl-anil ino]-5-(trifluoromethyl) pyrimidin- 4-yl]pyrrolidin-3-yl]propan-2-ol

[1708] A solution of tert-butyl 2- [4- [[4- [3 -( 1 -hydroxy- 1 -methyl-ethyl)pyrro lidin- 1 -yl] -5-(trifluoromethyl) pyrimidin-2-yl]amino]-3-methyl-phenyl]sulfonyl-7-azaspiro[3. 5]nonane-7-carboxylate (75.0 mg, 112 pmol) in DCM (1 mL) and TFA (0.3 mL) was stirred at 25 °C for 1 hr. On completion, the mixture was concentrated in vacuo to give the title compound (70.0 mg, 91% yield, TFA) as yellow gum. LC-MS (ESI ⁺ ) m/z 568.3 (M+H) ⁺ .

Synthesis of Tert-butyl 2-[4-[[4-[(3S)-3-(l-hydroxy-l-methyl-ethyl)pyrrolidin-l-yl]- 5- (trifhioromethyl) pyrimidin-2-yl|amino]-3-methyl-phenyl]sulfonyl-7-azaspiro[3. 5]nonane-7- carboxylate (Intermediate QE) and tert-butyl 2-[4-[[4-[(3R)-3-(l-hydroxy-l-methyl-ethyl)pyrrolidin- l-yl]-5-(trifluoromethyl)pyrimidin-2-yl]amino]-3-methyl-phen yl]sulfonyl-7-azaspiro[3.5]nonane-7- carboxylate (Intermediate QF)

Tert-butyl 2-[4-[[4-[3-(l -hydroxy- l-methyl-ethyl)pyrrolidin-l-yl]-5-(trifluoromethyl) pyrimidin-2- yl]amino]-3-methyl-phenyl]sulfonyl-7-azaspiro[3.5]nonane-7-c arboxylate (1.00 g, 1.50 mmol, synthesized via Step 1 of Intermediate QD) was separated by SFC (column: DAICEL CHIRALPAK AD (250mm*30mm,10um); mobile phase: [CO2-i-PrOH]; B%:35%, isocratic elution mode) to give tert-butyl 2- [4- [ [4- [(3 S) -3 -( 1 -hydroxy- 1 -methyl-ethyl)pyrro lidin- 1 -yl]-5-(trifluoromethyl) pyrimidin-2-yl] amino] -3 - methyl-phenyl]sulfonyl-7-azaspiro[3.5]nonane-7-carboxylate (440 mg, 44% yield, ^† H NMR (400 MHz, DMSO-6/ ₆ ) δ 8.98 (s, 1H), 8.33 (s, 1H), 8.06 (d, J= 8.8 Hz, 1H), 7.66 (s, 1H), 7.61 - 7.59 (m, 1H), 4.42 (s, 1H), 4.09 - 4.04 (m, 1H), 3.73 - 3.63 (m, 1H), 3.60 - 3.54 (m, 1H), 3.51 - 3.41 (m, 2H), 3.25 - 3.15 (m, 4H), 2.35 (s, 3H), 2.23 - 2.15 (m, 1H), 2.10 - 2.07 (m, 2H), 1.99 - 1.91 (m, 2H), 1.91 - 1.85 (m, 1H), 1.83 - 1.76 (m, 1H), 1.51 - 1.45 (m, 2H), 1.44 - 1.40 (m, 2H), 1.37 (s, 9H), 1.11 - 1.10 (m, 6H). LC-MS (ESI ⁺ ) m/z 668.3 (M+H) ⁺ ) as yellow solid and tert-butyl 2-[4-[[4-[(3R)-3-(l -hydroxy- l-methyl-ethyl)pyrrolidin-l -yl]- 5-(trifluoromethyl)pyrimidin-2-yl]amino]-3-methyl-phenyl]sul fonyl-7-azaspiro[3.5]nonane-7-carboxylate (390 mg, 39% yield, ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 8.98 (s, 1H), 8.33 (s, 1H), 8.06 (d, J= 8.4 Hz, 1H), 7.66 (d, J= 2.0 Hz, 1H), 7.61 - 7.58 (m, 1H), 4.43 (s, 1H), 4.09 - 4.05 (m, 1H), 3.67 - 3.65 (m, 1H), 3.60 - 3.53 (m, 1H), 3.51 - 3.42 (m, 2H), 3.25 - 3.16 (m, 4H), 2.35 (s, 3H), 2.23 - 2.16 (m, 1H), 2.10 - 2.07 (m, 2H), 1.99 - 1.94 (m, 2H), 1.89 - 1.87 (m, 1H), 1.81 - 1.76 (m, 1H), 1.51 - 1.46 (m, 2H), 1.42 - 1.41 (m, 2H), 1.37 (s, 9H), 1.11 - 1.10 (m, 6H). LC-MS (ESI ⁺ ) m/z 668.3 (M+H) ⁺ ) as yellow solid. The absolute stereochemistry of the enantiomers was assigned arbitrarily.

Synthesis of 2-[(3S)-l-[2-[4-(7-azaspiro[3.5]nonan-2-ylsulfonyl)-2-methyl -anilino]-5-

(trifluoromethyl) pyrimidin-4-yl]pyrrolidin-3-yl]propan-2-ol (Intermediate QG)

[1709] A solution of tert-butyl 2-[4-[[4-[(3S)-3-(l-hydroxy-l-methyl-ethyl)pyrrolidin-l-yl]- 5- (trifluoromethyl) pyrimidin-2-yl]amino]-3-methyl-phenyl]sulfonyl-7-azaspiro[3. 5]nonane-7-carboxylate (80.0 mg, 119 pmol, Intermediate QE) in DCM (1 mL) and TFA (0.3 mL) was stirred at 25 °C for 0.5 hr. On completion, the mixture was concentrated in vacuo to give the title compound (75.0 mg, 92% yield, TFA) as yellow gum. LC-MS (ESI ⁺ ) m/z 568.3 (M+H) ⁺ .

[1710] 3-[5-(Azetidin-3-yl)-4-fluoro-3-methyl-2-oxo-benzimidazol-l- yl]piperidine-2, 6-dione (Intermediate QH)

Step 1 - Tert-butyl 3-[l-(2,6-dioxo-3-piperidyl)-4-fluoro-3-methyl-2-oxo-benzimi dazol- 5-yl]azetidine-l- carboxylate

Ten reactions were run in parallel. To an 15 mL vial equipped with a stir bar was added 3-(5-bromo-4- fluoro- 3-methyl-2-oxo-benzimidazol-l-yl)piperidine-2, 6-dione (500 mg, E40 mmol, synthesized via Step 1 of Intermediate MZ), tert-butyl 3 -bromoazetidine- 1 -carboxylate (430 mg, E83 mmol, CAS# 1064194- 10-0), Ir[dF(CF ₃ ) ppyh(dtbpy) (Ph,) (3 E5 mg, 28.0 pmol), NiCL.dibbpy (16.7 mg, 42.1 pmol), TTMSS (349 mg, E40 mmol), and 2,6-lutidine (300 mg, 2.81 mmol) in DME (10 mL). The vial was sealed and placed under nitrogen. The reaction was stirred and irradiated with a 10 W blue LED lamp (3 cm away), with cooling water to keep the reaction temperature at 25 °C for 14 hrs. On completion, the 10 batches were combined for work-up. The mixture was filtered, diluted with water (30 mL) and extracted with LA (20 mL X 3). The combined organic layer was dried over anhydrous Na?SO4, fdtered and concentrated in vacuo to give the residue. The residue was purified by reverse-phase (0.1% FA condition) to give the title compound (2.10 g, 34% yield) as yellow solid. ’H NMR (400 MHz, DMSO-t/g) δ 11.12 (s, 1H), 7.12 - 7.04 (m, 1H), 7.02 - 6.95 (m, 1H), 5.38 (dd, J = 5.6, 12.8 Hz, 1H), 4.25 (t, J = 6.8 Hz, 2H), 4.07 - 3.98 (m, 1H), 3.97 - 3.90 (m, 2H), 3.48 (d, J = 1.6 Hz, 3H), 3.30 (s, 3H), 2.96 - 2.84 (m, 1H), 2.68 - 2.60 (m, 2H), 2.06 - 1.99 (m, 1H), 1.40 (s, 9H). LC-MS (ESI ⁺ ) m/z 377.1 (M-56) ⁺ .

Step 2 - 3-[5-(Azetidin-3-yl)-4-fluoro-3-methyl-2-oxo-benzimidazol-l- yl]piperidine-2, 6-dione [17H] To a solution of tert-butyl 3-[l-(2,6-dioxo-3-piperidyl)-4-fluoro-3-methyl-2-oxo-benzimi dazol-5- yl] azetidine- 1 -carboxylate (1.90 g, 4.39 mmol) in DCM (20 mL) was added TFA (500 mg, 4.39 mmol), then the mixture was stirred at 25 °C for 2 hrs. On completion, the mixture was concentrated in vacuo to give the title compound (1.80 g, 91% yield, TFA) as yellow oil. LC-MS (ESI ⁺ ) m/z 333.0 (M+H) ⁺

Synthesis of 3 - [5- [1- [ [4- ](2R)-2-aminopropoxy] cyclohexyl] methyl] azetidin-3-yl] -4-fluoro-3-methyl-

2- oxo-benzimidazol-l-yl]piperidine-2, 6-dione (Intermediate QI)

Step 1 - Tert-butyl N-[(lR)-2-[4-[[3-[l-(2,6-dioxo-3-piperidyl)-4-fluoro-3-methy l-2-oxo- benzimidazol-5- yl]azetidin- 1 -yl]methyl]cyclohexoxy]- 1 -methyl-ethyl]carbamate

[1712] To a solution of 3-[5-(azetidin-3-yl)-4-fluoro-3-methyl-2-oxo-benzimidazol-l- yl]piperidine-2,6- dione (200 mg, 448 pmol, TFA, Intermediate QH) in THF (4 mL) was added TEA (45.3 mg, 448 pmol) until the pH = 9. Then tert-butyl N-[(lR)-2-(4-formylcyclohexoxy)-l-methyl-ethyl]carbamate (127 mg, 448 pmol, Intermediate NU) was added and AcOH (26.9 mg, 448 pmol) was added until pH = 6, and the mixture was stirred at -10 °C for 1 hr. Then NaBH(OAc)3 (237 mg, 1.12 mmol) was added and the mixture was stirred at -10 °C for 0.5 hr. On completion, the mixture was quenched with water (3 mL) at -10 °C, and concentrated in vacuo to give the residue. The residue was purified by prep-HPLC (column: Welch Xtimate C18 150*25mm*5um; mobile phase: [water (NH4HCO3) - MeOH]; gradient: 32%-62% B over 14 min) to give the title compound (110 mg, 40% yield) as a white solid. ¹ H NMR (400 MHz, DMSO-^e) § 11.11 (s, 1H), 7.11 - 7.03 (m, 1H), 6.98 (d, J= 8.4 Hz, 1H), 6.58 (d, J= 7.6 Hz, 1H), 5.37 (dd, J= 5.2, 12.8 Hz, 1H),

3.95 - 3.84 (m, 3H), 3.59 - 3.49 (m, 2H), 3.47 (d, J= 1.2 Hz, 3H), 3.34 - 3.29 (m, 2H), 3.19 - 3.10 (m, 2H),

2.95 - 2.84 (m, 1H), 2.76 - 2.66 (m, 1H), 2.66 - 2.58 (m, 1H), 2.47 - 2.45 (m, 2H), 2.02 - 1.98 (m, 1H), 1.94 - 1.92 (m, 2H), 1.76 - 1.73 (m, 2H), 1.37 (s, 9H), 1.33 - 1.27 (m, 1H), 1.13 - 1.03 (m, 2H), 0.98 (d, J= 6.6 Hz, 3H), 0.96 - 0.84 (m, 2H). LC-MS (ESH) m/z 602.5 (M+H) ⁺ .

Step 2 - 3-[5-[l-[[4-[(2R)-2-aminopropoxy]cyclohexyl]methyl]azetidin- 3-yl]-4-fluoro-3-methyl-2- oxo- benzimidazol- 1 -yl]piperidine-2, 6-dione

[1713] To a solution of tert-butyl N-[(lR)-2-[4-[[3-[l-(2,6-dioxo-3-piperidyl)-4-fluoro-3-methy l-2-oxo- benzimidazol-5-yl]azetidin-l-yl]methyl]cyclohexoxy]-l-methyl -ethyl]carbamate (95.0 mg, 157 pmol) in DCM (1.5 mL) wad added TFA (18.0 mg, 157 pmol), then the mixture was stirred at 25 °C for 1 hr. On completion, the mixture was concentrated in vacuo to give the title compound (90.0 mg, 92% yield, TFA) as yellow oil. LC-MS (ESI ⁺ ) m/z 502.1 (M+H) ⁺ .

Synthesis of 3- [4-(Azetidin-3-yl)-3-methyl-2-oxo-benzimidazol-l-yl]piperidi ne-2, 6-dione

(Intermediate QJ)

Step 1 - Tert-butyl 3-[l-(2,6-dioxo-3-piperidyl)-3-methyl-2-oxo-benzimidazol-4-y l]azetidine-l- carboxylate

[1714] To a solution of 3-(4-bromo-3-methyl-2-oxo-benzimidazol-l-yl)piperidine-2, 6-dione (4.05 g, 11.9 mmol, Intermediate DC) and tert-butyl 3 -bromoazetidine- 1 -carboxylate (2.83 g, 11.9 mmol, CAS# 1064194-10-0) in DME (210 mL) was added bis[3,5-difluoro-2-[5-(trifluoromethyl)-2-pyridyl] phenyl]iridium(l+);4-tert-butyl-2-(4-tert-butyl-2-pyridyl)py ridine;hexafluorophosphate (268 mg, 239 pmol), 4-tert-butyl-2-(4-tert-butyl-2-pyridyl)pyridine dichloronickel (143 mg, 359 pmol), TTMSS (2.98 g, 11.9 mmol, 3.69 mL) and 2,6-dimethylpyridine (11.5 g, 107 mmol, 12.5 mL). Then the mixture was stirred at 25 °C for 14 hrs under N2. On completion, the reaction mixture was concentrated in vacuo. The residue was diluted with water (100 mL) and extracted with EA (150 mL X 3). The combined organic layers were washed with water (50 mL X 3), dried over Na ₂ SO ₄ , fdtered and concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , PE: EA=3: 1 to 0: 1) to give the title compound (3.61 g, 8.71 mmol, 72% yield) as yellow solid. ¹ H NMR (400 MHz, DMSO-A) δ 11.32 - 10.87 (m, 1H), 7.24 (d, J = 7.6 Hz, 1H), 7.14 - 7.03 (m, 2H), 5.38 (dd, J = 5.2, 12.4 Hz, 1H), 4.55 - 4.42 (m, 1H), 4.28 (t, J = 8.0 Hz, 2H), 3.97 (d, J = 6.0 Hz, 2H), 3.50 (s, 3H), 2.96 - 2.81 (m, 1H), 2.79 - 2.56 (m, 3H), 1.41 (s, 9H).

Step 2 - 3-[4-(Azetidin-3-yl)-3-methyl-2-oxo-benzimidazol-l-yl]piperi dine-2, 6-dione

[1715] To a solution of tert-butyl 3-[l-(2,6-dioxo-3-piperidyl)-3-methyl-2-oxo-benzimidazol-4- yl]azetidine-l -carboxylate (300 mg, 724 pmol) in DCM (8 mL) was added TFA (50.5 mmol, 3.75 mL), then the mixture was stirred at 25 °C for 1 hr. On completion, the mixture was concentrated in vacuo to give the title compound (300 mg, 97% yield, TFA) as a yellow solid. LC-MS (ESI ⁺ ) m/z 315.0 (M+H) ⁺ .

Synthesis of 3- [4- [1- [ [4- ](2R)-2-aminopropoxy] cyclohexyl] methyl] azetidin-3-yl]-3-methyl-2-oxo- benzimidazol-l-yl]piperidine-2, 6-dione (Intermediate QK)

Step 1 - Tert-butyl N-[(lR)-2-[4-[[3-[l-(2,6-dioxo-3-piperidyl)-3-methyl-2-oxo-b enzimidazol-4- yl]azetidin- 1 -yl]methyl]cyclohexoxy]- 1 -methyl-ethyl]carbamate [1716] To a solution of 3-[4-(azetidin-3-yl)-3-methyl-2-oxo-benzimidazol-l-yl]piperi dine-2, 6-dione (300 mg, 700 pmol, TFA, Intermediate QJ) in THF (2 mL) and DMF (0.5 mL) was added TEA (700 pmol, 97.5 pL) at -10 °C. Then tert-butyl N-[(lR)-2-(4-formylcyclohexoxy)-l-methyl-ethyl]carbamate (260 mg, 910 pmol, Intermediate NU) and AcOH (700 pmol, 40.1 pL) were added and the mixture was stirred at -10 °C for 0.2 hr. Next, NaBH(OAc)3 (445 mg, 2. 10 mmol) was added and the mixture was stirred at - 10 °C for 2 hr. On completion, the mixture was concentrated in vacuo to give the residue. The residue was purified by prep-HPLC (column: Phenomenex luna C18 150*25mm* lOum; mobile phase: [water (FA)-ACN]; gradient: 14%-44% B over 10 min) to give the title compound (220 mg, 97% yield) as a white solid. ^† H NMR (400 MHz, DMSO-d ₆ ) δ 11.09 (s, 1H), 7.24 (d, J= 7.4 Hz, 1H), 7.03 - 7.12 (m, 2H), 6.53 - 6.66 (m, 1H), 5.37 (m, 1H), 4.28 - 4.50 (m, 1H), 3.83 - 4.07 (m, 2H), 3.60 - 3.71 (m, 1H), 3.53 - 3.56 (m, 1H), 3.51 (s, 3H), 3.10 - 3.21 (m, 3H), 2.79 - 2.99 (m, 2H), 2.58 - 2.76 (m, 4H), 2.41 - 2.48 (m, 1H), 1.91 - 2.03 (m, 3H), 1.76 (d, J = 11.2 Hz, 2H), 1.37 (s, 9H) 1.03 - 1.14 (m, 2H), 0.98 (d, J = 6.8 Hz, 3H), 0.87 - 0.96 (m, 2H). LC-MS (ESI ⁺ ) m/z 584.3 (M+H) ⁺ .

Step 2 - 3-[4-[l-[[4-[(2R)-2-aminopropoxy]cyclohexyl]methyl]azetidin- 3-yl]-3-methyl-2-oxo- benzimidazol- 1 -yl]piperidine-2, 6-dione

[1717] To a solution tert-butyl N-[(lR)-2-[4-[[3-[l-(2,6-dioxo-3-piperidyl)-3-methyl-2-oxo- benzimidazol-4-yl] azetidin-l-yl]methyl]cyclohexoxy]-l-methyl-ethyl]carbamate (90.0 mg, 154 pmol) in DCM (1 mL) was added TFA (15.1 mmol, 1.12 mL), then the mixture was stirred at 25 °C for 1 hr. On completion, the mixture was concentrated in vacuo to give the title compound (90.0 mg, 97% yield, TFA) as a yellow solid. LC-MS (ESL) m/z 484.2 (M+H) .

Synthesis of 4-[[4-[(3S)-3-(l-hydroxy-l-methyl-ethyl)pyrrolidin-l-yl]-5-( trifhioromethyl)pyrimidin- 2-yl] amino] -3-methyl-benzenesulfonyl chloride (Intermediate QL)

Step 1 - 2-[(3S)-l-[2-(4-benzylsulfanyl-2-methyl-anilino)-5-(trifluor omethyl)pyrimidin-4-yl] pyrrolidin-3- yl]propan-2-ol

[1718] To a solution of 2-[(3S)-pyrrolidin-3-yl]propan-2-ol (189 mg, 1.46 mmol, CAS# 1245645-24-2) in ACN (6 mL) was added TEA (3.66 mmol, 509 pL), then N-(4-benzylsulfanyl-2-methyl-phenyl) -4-chloro- 5-(trifluoromethyl)pyrimidin-2-amine (500 mg, 1.22 mmol, Intermediate EA) was added. The mixture was then stirred at 25°C for 1 hour. On completion, the mixture was diluted with EA (5 mL) and H ₂ O (20 mL), then extracted with EA (4 X 5mL). The combined organic layers were dried anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the residue. The residue was purified by column chromatography (SiO ₂ , PE: EA=5: 1 to 1: 1) to give the title compound (500 mg, 82% yield) as a white solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 8.73 (s, 1H), 8.24 (s, 1H), 7.48 (d, J = 8.4 Hz, 1H), 7.26 - 7.34 (m, 4H), 7.20 - 7.25 (m, 1H), 7.18 (d, J - 2.0 Hz, 1H), 7.11 (m, 1H), 4.41 (s, 1H), 4.18 (s, 2H), 3.61 (t, .7 = 9.6 Hz, 1H), 3.49 - 3.55 (m, 1H), 3.37 - 3.45 (m, 2H), 2.18 (s, 3H), 2.06 - 2.17 (m, 1H), 1.85 (m, 1H), 1.76 (m, 1H), 1.10 (d, J= 5.6 Hz, 6H). LC-MS (ESI ⁺ ) m/z 503.1 (M+H) ⁺ .

Step 2 - 4-[[4-[(3S)-3-(l-hydroxy-l-methyl-ethyl)pyrrolidin-l-yl]-5-( trifluoromethyl)pyrimidin-2- yl]amino]-3-methyl-benzenesulfonyl chloride

[1719] To a solution of 2-[(3S)- l-[2-(4-benzylsulfanyl-2-methyl-anilino)-5-(trifluoromethyl) pyrimidin-4- yl] pyrrolidin-3-yl]propan-2-ol (70.0 mg, 139 pmol) in ACN (1.5 mL) was added AcOH (2.45 mmol, 140 pL), H ₂ O (3.89 mmol, 70.0 pL) and NCS (55.8 mg, 418 pmol) in the dark. The mixture was then stirred at 25°C for 0.5 hr in the dark. On completion, the mixture was concentrated in vacuo to give the title compound (60.0 mg, 90% yield) as a yellow solid. LC-MS (ESI ⁺ ) m/z 478.9 (M+H) ⁺ .

Synthesis of 5-Methylpiperidin-3-ol (Intermediate QM)

QM

[1720] To a solution of 5-methylpyridin-3-ol (3.00 g, 27.5 mmol, CAS# 42732-49-0) in AcOH (50 mL) was added PtO2 (3.12 g, 13.8 mmol) under Ar atmosphere, and then the reaction mixture was degassed and purged with H2 for 3 times. After that the reaction mixture was stirred at 80 °C for 12 hours under H2 atmosphere (3.5 Mpa). On completion, the reaction mixture was filtered and concentrated in vacuo to give the title compound (1.50 g, 53% yield) as a black oil.

Synthesis of l-(2-((4-((7-Azaspiro[3.5]nonan-2-yl)sulfonyl)-2-methylpheny l)amino)-5-

(trifluoromethyl) pyrimidin-4-yl)-3,5-dimethylpiperidin-3-ol (Intermediate QN)

Step 1 - Tert-butyl 2-((4-((4-(3-hydroxy-5-methylpiperidin-l-yl)-5-(trifhioromet hyl) pyrimidin-2-yl) amino)-3-methylphenyl)sulfonyl)-7-azaspiro[3.5]nonane-7-carb oxylate

[1721] To a solution of tert-butyl 2-[4-[[4-chloro-5-(trifluoromethyl)pyrimidin-2-yl]amino]-3-m ethyl- pbenyl] sulfonyl-7-azaspiro[3.5]nonane-7-carboxylate (1.10 g, 1.91 mmol, Intermediate NK), and 5- methylpiperidin-3-ol (330 mg, 2.87 mmol, Intermediate QM) in ACN (5 mL) was added DIPEA (742 mg, 5.74 mmol), and then the mixture was stirred at 70 °C for 1 hr. On completion, the reaction mixture was partitioned between H ₂ O (30 mL) and EA (20 mL X 3). The organic phase was separated, washed with brine (20 mL X 2), dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (850 mg, 68% yield) as a white solid. LC-MS (ESI ⁺ ) m/z 654.3 (M+H) ⁺ .

Step 2 - Tert-butyl 2-((3-methyl-4-((4-(3-methyl-5-oxopiperidin-l-yl)-5-(trifluo romethyl)pyrimidin-2- yl)amino)phenyl)sulfonyl)-7-azaspiro[3.5]nonane-7-carboxylat e

[1722] To a solution of tert-butyl 2-[4-[[4-(3-hydroxy-5-methyl-l-piperidyl)-5-(trifluoromethyl ) pyrimidin-2-yl]amino]-3-methyl-phenyl]sulfonyl-7-azaspiro[3. 5]nonane-7-carboxylate (850 mg, 1.30 mmol) in DCM (5 mL) was added DMP (1.38 g, 3.25 mmol), and then the mixture was stirred at 15 °C for 5 hrs. On completion, the reaction mixture was partitioned between H ₂ O (30 mL) and DCM (20 mL X 3). The organic phase was separated, washed with brine (20 mL X 2), dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the residue. The residue was purified by column chromatography (SiO ₂ , PE/EA = 3/1 to 1/1) to give the title compound (300 mg, 60% yield) as a white solid. LC-MS (ESI ⁺ ) m/z 652.4 (M+H) ⁺ .

Step 3 - Tert-butyl 2-((4-((4-(3-hydroxy-3,5-dimethylpiperidin-l-yl)-5-(trifluor omethyl)pyrimidin-2- yl)amino)-3-methylphenyl)sulfonyl)-7-azaspiro[3.5]nonane-7-c arboxylate

[1723] To a solution of tert-butyl 2-[3-methyl-4-[[4-(3-methyl-5-oxo-l-piperidyl)-5-(trifluorom ethyl) pyrimidin-2-yl]amino]phenyl]sulfonyl-7-azaspiro[3.5]nonane-7 -carboxylate (100 mg, 153 pmol) in THE (2 mL) was added methylmagnesium bromide (3 M, 102 pL) at 0 °C dropwise, and then the mixture was stirred at 15 °C for 1 hr. On completion, the reaction mixture was partitioned between H ₂ O (30 mL) and EA (20 mL X 3). The organic phase was separated, washed with brine (20 mL X 2), dried over anhydrous

Na ₂ SO ₄ , filtered and concentrated in vacuo to give the residue. The residue was purified by reserve column (0.1% FA) to give the title compound (24.0 mg, 23% yield) as a white solid. ¹ H NMR (400 MHz, CD3CI) 5 8.37 (d, ./ - 8.4 Hz, 1H), 8.29 (s, 1H), 7.66 - 7.60 (m, 2H), 7.16 (s, 1H), 4.34 - 4.28 (m, 1H), 4.09 - 3.97 (m, 2H), 3.76 - 3.64 (m, 2H), 3.29 - 3.18 (m, 4H), 2.66 (t, J= 11.6 Hz, 1H), 2.48 (t, J= 12.4 Hz, 1H), 2.34 (s, 3H), 2.29 - 2.22 (m, 2H), 2.16 - 2.07 (m, 1H), 2.02 - 1.90 (m, 3H), 1.58 - 1.51 (m, 2H), 1.50 - 1.42 (m, 2H), 1.37 (s, 9H), 1.18 (s, 3H), 0.93 (d, J= 6.4 Hz, 3H); LCMS (ESI ⁺ ) m/z 668.4 (M+H) ⁺ .

Step 4 - l-(2-((4-((7-Azaspiro[3.5]nonan-2-yl)sulfonyl)-2-methylpheny l)amino)-5-(trifluoromethyl) pyrimidin-4-yl)-3,5-dimethylpiperidin-3-ol

[1724] To a solution of tert-butyl 2-[4-[[4-(3-hydroxy-3,5-dimethyl-l-piperidyl)-5-(trifluorome thyl) pyrimidin-2-yl]amino]-3-methyl-phenyl]sulfonyl-7-azaspiro[3. 5]nonane-7-carboxylate (24.0 mg, 35.9 pmol) in dioxane (1 mL) was added HCl/dioxane (4M, 5 mL), and then the mixture was stirred at 25 °C for 1 hr. On completion, the reaction mixture concentrated in vacuo to give the title compound (20.0 mg, 82% yield) as a black oil. LC-MS (ESI ⁺ ) m/z 568.3 (M+H) ⁺ .

Synthesis of 3-(3-Methyl-2-oxo-5-(piperazin-l-yl)-2,3-dihydro-lH-benzo[d] imidazol-l-yl)piperidine-

2,6-dione (Intermediate QO)

Step 1 - Tert-butyl 4-(l-(2,6-dioxopiperidin-3-yl)-3-methyl-2-oxo-2,3-dihydro-lH -ben zo[d]imidazol-5- yl)piperazine- 1 -carboxylate

[1725] To a solution of 3-(5-bromo-3-methyl-2-oxo-benzimidazol-l-yl)piperidine-2, 6-dione (10 g, 29.6 mmol, Intermediate DA), tert-butyl piperazine- 1 -carboxylate (8.26 g, 44.4 mmol, CAS# 57260-71-6), [2- (2-aminophenyl)phenyl]-chloro-palladium;dicyclohexyl-[2-(2,6 -diisopropoxyphenyl)phenyl]phosphane (1.15 g, 1.48 mmol) , RuPhos (690 mg, 1.48 mmol) and 4A molecular sieves (2.00 g) in toluene (150 mL) was added LiHMDS (1 M, 88.7 mL) at 0 °C dropwise under N2 atmosphere. Then the mixture was stirred at 80 °C for 2 hrs under N2 atmosphere. On completion, the reaction mixture was partitioned between H ₂ O (400 mL) and EA (200 mL X 3). The organic phase was separated, washed with brine (200 mL X 2), dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. The residue was purified by reversed-phase (0.1 % FA condition) to give the title compound ( 1.20 g, 9% yield) as a brown solid. LC-MS (ESI+) m/z 344.1 (M-99) ⁺ .

Step 2 - 3-(3-methyl-2-oxo-5-(piperazin- Lyl)-2,3-dihydro- lH-benzo[d]imidazol-l-yl)piperidine-2,6- dione [1726] To a solution of tert-butyl 4-[l-(2,6-dioxo-3-piperidyl)-3-methyl-2-oxo-benzimidazol-5-y l] piperazine- 1 -carboxylate (500 mg, 1.13 mmol) in dioxane (1 mL) was added HCl/dioxane (4M, 5 mL), and then the mixture was stirred at 25 °C for 1 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (420 mg, 98% yield) as a black solid. LC-MS (ESI ⁺ ) m/z 344.3 (M+H) ⁺ .

Synthesis of 3-(5-(4-(((lR,4r)-4-((R)-2-aminopropoxy)cyclohexyl)methyl)pi perazin-l-yl)-3-methyl-2- oxo-2, 3-dihydro-lH-benzo[d]imidazol-l-yl)piperidine-2, 6-dione (Intermediate QP)

Step 1 - Tert-butyl ((2R)-l-(((lr,4R)-4-((4-(l-(2,6-dioxopiperidin-3-yl)-3-methy l-2-oxo-2,3-dihydro-lH- benzo[d]imidazol-5-yl)piperazin-l-yl)methyl)cyclohexyl)oxy)p ropan-2-yl)carbamate

[1727] To a solution of 3-(3-methyl-2-oxo-5-piperazin-l-yl-benzimidazol-l-yl)piperid ine-2, 6-dione (270 mg, 711 pmol, Intermediate QO) in THF (2 mL) was added TEA (91.2 mg, 902 pmol), and the mixture was stirred at rt for 10 min. Then tert-butyl ((R)-l-(((lr,4R)-4-formylcyclohexyl)oxy)propan-2-yl)carbamat e (202 mg, 711 pmol, Intermediate NU) and HOAc (28.5 mg, 474 pmol) was added and the reaction mixture was stirred at rt for 1 hr. Next, NaBH(OAc)3 (402 mg, 1.90 mmol) was added, and the mixture was stirred at rt for 3 hrs. On completion, the reaction mixture was concentrated in vacuo to give a residue. Then the residue was dissolved in ACN and TEA was added to adjust to pl 1=6 then concentrated in vacuo to give a residue. The residue was purified by reversed-phase (FA condition) to give the title compound (100 mg, 34% yield) as a white solid. LCMS (ESI ⁺ ) m/z 613.4 (M+H) ⁺ . Step 2 - 3-(5-(4-(((lR,4r)-4-((R)-2-aminopropoxy)cyclohexyl)methyl)pi perazin-l-yl)-3-methyl -2-oxo- 2,3 -dihydro- 1 H-benzo[d]imidazol- 1 -yl)piperidine-2, 6-dione

[1728] To a solution of tert-butyl N-[(lR)-2-[4-[[4-[l-(2,6-dioxo-3-piperidyl)-3-methyl-2-oxo- benzimidazol-5-yl]piperazin-l-yl]methyl]cyclohexoxy]-l-methy l-ethyl]carbamate (100 mg, 163 pmol) in dioxane (1 mL) was added HCI/dioxanc (4M, 5 mL), and then the mixture was stirred at 15 °C for 1 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (85.0 mg, 94% yield) as a black oil. LC-MS (ESI ⁺ ) m/z 513.3 (M+H) ⁺ .

Synthesis of Tert-butyl N-[(lR)-2-(3-formylcyclobutoxy)-l-methyl-ethyl]carbamate (Intermediate QQ)

Step 1 - 3-(Hydroxymethyl)cyclobutanol

[1729] To a solution of methyl 3 -hydroxy cyclobutanecarboxylate (4.50 g, 34.6 mmol, CAS# 1064194-10- 0) in THF (90 mL) was added LAH (2.50 M, 20.8 mL) at 0 °C, then the mixture was stirred at 25 °C for 2 hrs. On completion, the mixture was quenched with H ₂ O (1.97 mL), 15% aqueous NaOH (1.97 mL), and H ₂ O (5.94 mL). Then the mixture was filtered and the filtrate was concentrated in vacuo to give the title compound (3.40 g, 96% yield) as colorless oil. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 4.88 (d, J= 6.4 Hz, 1H), 4.47 (t, .7 = 5.2 Hz, 1H), 4.17 - 4.06 (m, 1H), 3.34 (dd, 5.2, 7.2 Hz, 2H), 2.11 - 2.03 (m, 1H), 1.96 - 1.85 (m, 2H), 1.88 - 1.79 (m, 2H).

Step 2 - 3-[[Tert-butyl(diphenyl)silyl]oxymethyl]cyclobutanol

[1730] To a solution of 3-(hydroxymethyl)cyclobutanol (3.30 g, 32.3 mmol) in DCM (40 mL) was added imidazole (2.64 g, 38.8 mmol) and TBDPSCI (9.77 g, 35.5 mmol) at 0 °C, then the mixture was stirred at 25 °C for 12 hrs. On completion, the mixture was diluted with water (50 mL) and extracted with DCM (40 mL X 3). The combined organic layer was anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the residue. The residue was purified by column chromatography (SiCL, PE:EA=50:l to 1 :1) to give the title compound (5.50 g, 49% yield) as yellow oil. ’El NMR (400 MHz, DMSO-c/e) δ 7.62 - 7.59 (m, 4H), 7.47 - 7.42 (m, 6H), 4.91 (d, J= 6.4 Hz, 1H), 4.18 - 4.11 (m, 1H), 4.18 - 4.10 (m, 1H), 3.61 (d, J= 6.4 Hz, 2H), 3.32 (s, 1H), 2.27 (dd, J= 3.2, 6.4 Hz, 1H), 2.02 (dd, J= 3.2, 6.4 Hz, 2H), 1.00 (s, 9H).

Step 3 - Tert-butyl N-[(lR)-2-[3-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclobuto xy]-l-methyl-ethyl] carbamate

[1731] To a solution of 3-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclobutanol (1.00 g, 2.94 mmol) in THF (30 mL) was added NaH (234 mg, 5.87 mmol, 60% dispersion in mineral oil) at 0 °C, then the mixture was stirred at 0 °C for 0.5 hour. Next, tert-butyl (4R)-4-methyl-2,2-dioxo-oxathiazolidine-3-carboxylate (766 mg, 3.23 mmol, CAS# 454248-53-4) was added, and the mixture was stirred at 25 °C for 1 hr. On completion, the mixture was quenched with sat. NH4CI (50 mL), diluted with water (80 mL), and extracted with EA (3 X 60 mL). The combined organic layer was dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the residue. The residue was purified by column chromatography (SiO ₂ , PE:EA=100: 1 to 10: 1) to give the title compound (1.80 g, 41% yield) as colorless oil. ’H NMR (400 MHz, DMSO-c/g) δ 7.80 (d, J= 6.8 Hz, 1H), 7.61 (dd, J= 2.0, 7.2 Hz, 4H), 7.46 - 7.39 (m, 6H), 6.62 (d, J = 7.2 Hz, 1H), 3.99 - 3.91 (m, 1H), 3.53 (d, J= 6.4 Hz, 1H), 3.65 - 3.49 (m, 1H), 3.20 - 3.00 (m, 1H), 3. 10 - 3.00 (m, 1H), 2.32 -2.20 (m, 1H), 2.04 - 1.92 (m, 4H), 1.38 - 1.34 (m, 9H), 1.02 - 0.98 (m, 9H), 0.97 (d, J= 4.4 Hz, 3H). LC-MS (ESI ⁺ ) m/z 398.2 (M-100) ⁺ .

Step 4 - Tert-butyl N-[(lR)-2-[3-(hydroxymethyl)cyclobutoxy]-l-methyl-ethyl]carb amate

[1732] To a solution of tert-butyl N-[(lR)-2-[3-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclobuto xy]-l- methyl-ethyl]carbamate (1.00 g, 2.01 mmol) in THF (10 mL) was added TBAF (1 M, 3.01 mL) at 0 °C and the mixture was stirred at 25 °C for 2 hrs. On completion, the mixture was diluted with water (10 mL) and extracted with EA (8 mL X 3). The combined organic layer was dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the residue. The residue was purified by column chromatography (SiO ₂ , PE:EA=50:l to 3:2) to give the title compound (500 mg, 95% yield) as colorless oil. ’H NMR (400 MHz, DMSO-tZ ₆ ) δ 6.54 (s, 1H), 4.60 - 4.51 (m, 1H), 3.95 -3.86 (m, J = 6.8 Hz, 1H), 3.37 (dd, J = 6.0, 6.8 Hz, 2H), 3.20 - 3.11 (m, 1H), 3.21 - 2.97 (m, 1H), 2.25 - 2.10 (m, 1H), 1.99 (s, 1H), 1.96 (dd, J= 2.8, 6.4 Hz, 1H), 1.92 - 1.84 (m, 1H), 1.98 - 1.81 (m, 1H), 1.37 (s, 9H), 0.99 (dd, J= 2.8, 6.8 Hz, 3H).

Step 5 - Tert-butyl N-[(lR)-2-(3-formylcyclobutoxy)-l-methyl-ethyl]carbamate

[1733] To a solution of tert-butyl N-[(lR)-2-[3-(hydroxymethyl)cyclobutoxy]-l-methyl-ethyl]carb amate (400 mg, 1.54 mmol) in DCM (10 mL) was added DMP (1.96 g, 4.63 mmol) at 0 °C, then the mixture was stirred at 0 °C for 1 hr. On completion, the mixture was quenched with saturated NazSzO? (10 mL) and saturated NaHCO ₃ (10 mL) at 0 °C, diluted with water (20 mL) and extracted with DCM (15 mL X 3). The combined organic layers were dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (300 mg, 75% yield) as yellow oil. LC-MS (ESI ⁺ ) m/z 257.3 (M+H) ⁺ .

Synthesis of 3-[4-[4-[[3-[(2R)-2-Aminopropoxy]cyclobutyl]methyl]piperazin -l-yl]-3-methyl-2-oxo- benzimidazol-l-yl]piperidine-2, 6-dione (Intermediate QR)

Step 1 - Tert-butyl N-[(lR)-2-[3-[[4-[l-(2,6-dioxo-3-piperidyl)-3-methyl-2-oxo-b enzimidazol-4-yl] piperazin- l-yl]methyl] cyclobutoxy]- 1 -methyl-ethyl]carbamate

[1734] To a solution of 3-(3-methyl-2-oxo-4-piperazin-l-yl-benzimidazol-l-yl)piperid ine-2, 6-dione (180 mg, 393 pmol, TFA, Intermediate NY) in THF (1 mL) was added TEA (16.3 pL, 117 pmol) until the pH 8-10. Then tert-butyl N-[(lR)-2-(3-formylcyclobutoxy)-l-methyl-ethyl]carbamate (200 mg, 777 pmol, Intermediate QQ) in DMF (1 mL) and HOAc (22.5 pL, 393 pmol) was added to the mixture and the mixture was stirred at -10°C for 0.5 hour. After 0.5 hrs, NaBH(OAc)a (250 mg, 1.18 mmol) was added and the mixture was stirred at -10 °C for 1 hr. On completion, the mixture was quenched with water (0.5 mL) and filtered to give the filtrate. The filtrate was purified by prep-HPLC (column: Welch Xtimate C18 150*25mm*5um; mobile phase: [water (FA)-ACN]; gradient: 3%-33% B over 9 min) to give the title compound (110 mg, 47% yield) as a white solid. ’HNMR (400 MHz, DMSO-ok) δ 11.08 (s, 1H), 7.02 - 6.85 (m, 3H), 6.64 (d, ./ - 8.0 l lz, 1H), 5.35 (dd, J= 5.2, 12.4 Hz, 1H), 4.08 - 3.95 (m, 1H), 3.61 (s, 3H), 3.58 - 3.53 (m, 1H), 3.47 - 3.39 (m, 1H), 3.23 - 3.12 (m, 2H), 3.10 - 3.01 (m, 2H), 2.99 - 2.78 (m, 8H), 2.75 - 2.57 (m, 4H), 2.04 - 1.92 (m, 4H), 1.38 (s, 9H), 1.03 - 0.91 (m, 3H). LC-MS (ESI") m/z 585.2 (M+H) ⁺ .

Step 2 - 3-[4-[4-[[3-[(2R)-2-Aminopropoxy]cyclobutyl]methyl]piperazin -l-yl]-3-methyl-2-oxo- benzimidazol- 1 -yl]piperidine-2, 6-dione

[1735] To a solution of tert-butyl N-[(lR)-2-[3-[[4-[l-(2,6-dioxo-3-piperidyl)-3-methyl-2-oxo- benzimidazol- 4-yl]piperazin-l-yl]methyl]cyclobutoxy]-l-methyl-ethyl]carba mate (100 mg, 171 pmol) in DCM (2 mL) was added TFA (12.7 pL, 171 pmol), then the mixture was stirred at 25 °C for 0.5 hr. On completion, the mixture was concentrated in vacuo to give title compound ( 100 mg, 97% yield, TFA) as a yellow oil. LC-MS (ESF) m/z 485.1 (M+H) ⁺ .

Synthesis of Tert-butyl ((R)-l-((ls,3S)-3-formylcyclobutoxy)propan-2-yl)carbamate (Intermediate QS)

QS

Step 1 - 3-(Hydroxymethyl)cyclobutanol

[1736] To a solution of methyl 3-hydroxycyclobutanecarboxylate (9.5 g, 73 mmol, CAS# 63485-50-7) in THF (5 mL) was added LAH (2.5 M, 43.8 mL) at 0 °C, then the mixture was stirred at 20 °C for 2 hrs. On completion, the mixture was quenched with water (4.16 ml), 15% NaOH (4.16 mL) and additional water (12.48 mL) at 0 °C. The mixture was dried over Na ₂ SO ₄ , filtered and concentrated under reduced pressure to give the title compound (6.7 g, 89% yield) as colorless oil. ¹ H NMR (400 MHz, DMSO-cik) δ 4.83 (d, J - 6.4 Hz, 1H), 4.38 (t, J= 5.6 Hz, 1H), 3.89 (t, J= 7.6 Hz, 1H), 3.32 (s, 1H), 3.30 (s, 1H), 2.22 - 2.07 (m, 2H), 1.82 - 1.68 (m, 1H), 1.57 - 1.41 (m, 2H).

Step 2 - 3-[[Tert-butyl(diphenyl)silyl]oxymethyl]cyclobutanol [1737] To a solution of 3-(hydroxymethyl)cyclobutanol (6.7 g, 65.6 mmol) in DMF (60 mL) was added TBDPSC1 (16.2 g, 59.0 mmol, 15.1 mL) and imidazole (5.36 g, 78.7 mmol), then the mixture was stirred at 25 °C for 1 hr. On completion, the reaction mixture diluted with water (100 mL) and extracted with EA (200 mL X 3). The combined organic layers were washed with water (100 mL X 2), dried over Na ₂ SO ₄ , filtered and concentrated under reduced pressure. The residue was purified by column chromatography (Silica gel, EA in PE, 15%, v/v) to give the title compound (10.2 g, 45% yield) as colorless oil. ¹ H NMR (400 MHz, DMSO-^6) δ 7.62 - 7.59 (m, 4H), 7.46 - 7.42 (m, 6H), 4.91 (d, J= 6.0 Hz, 1H), 3.97 - 3.83 (m, HI), 3.57 (d, ./ - 5.6 l lz, 2H), 2.19 - 2.08 (m, 2H), 1.95 - 1.82 (m, 1H), 1.61 - 1.49 (m, 2H), 1.00 - 0.97 (m, 9H).

Step 3 - Tert-butyl N-[(lR)-2-[3-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclobuto xy]-l-methyl- ethyl]carbamate

[1738] To a solution of 3-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclobutanol (3 g, 8.81 mmol) and tert- butyl (4R)-4-methyl-2,2-dioxo-oxathiazolidine-3-carboxylate (2.72 g, 11.4 mmol, CAS# 454248-53-4) in DMF (25 mL) was added NaH (704 mg, 17.6 mmol, 60% dispersion in mineral oil) at 0 °C, then the mixture was stirred at 25 °C for 2 hrs. On completion, the reaction mixture acidified with 2M HC1 until the pl 1=6. The mixture was then diluted with water (50 mL) and extracted with EA (150 mL X 3). The combined organic layers were washed with water (100 mL X 2), dried over Na ₂ SO ₄ , filtered and concentrated under reduced pressure. The residue was purified by column chromatography (Silica gel, EA in PE, 8%, v/v) to give the title compound (2.9 g, 66% yield) as colorless oil. ¹ H NMR (400 MHz, DMSO-c/e) δ 7.62 - 7.57 (m, 4H), 7.48 - 7.40 (m, 6H), 6.59 (d, J = 7.2 Hz, 1H), 3.78 (q, J = 7.2 Hz, 1H), 3.58 (d, J = 5.2 Hz, 2H), 3.56 - 3.48 (m, 1H), 3.18 (dd, J= 6.0, 9.6 Hz, 1H), 3.04 (dd, J= 6.8, 9.2 Hz, 1H), 2.23 - 2.11 (m, 2H), 2.04 - 1.94 (m, 1H), 1.76 - 1.60 (m, 2H), 1.36 (s, 9H), 1.02 - 0.99 (m, 8H), 0.98 - 0.94 (m, 4H).

Step 4 - Tert-butyl N-[(lR)-2-[3-(hydroxymethyl)cyclobutoxy]-l-methyl-ethyl]carb amate

[1739] To a solution of tert-butyl N-[(lR)-2-[3-[[tert-butyl(diphenyl)silyl]oxymethyl]cyclobuto xy]-l- methyl-ethyl]carbamate (2.9 g, 5.83 mmol) in THF (20 mL) was added TBAF (1 M, 8.74 mL), then the mixture was stirred at 25 °C for 1 hr. On completion, the reaction was concentrated in vacuo. The residue was purified by column chromatography (Silica gel, EA in PE, 50%, v/v) to give the title compound (1.45 g, 96% yield) as colorless oil. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 6.62 (d, J= 7.6 Hz, 1H), 4.46 (s, 1H), 3.75 (quin, J = 7.2 Hz, 1H), 3.61 - 3.47 (m, 1H), 3.18 (dd, J= 5.6, 9.2 Hz, 1H), 3.03 (dd, J= 6.8, 9.2 Hz, 1H), 2.22 - 2.09 (m, 2H), 1.89 - 1.77 (m, 1H), 1.59 - 1.47 (m, 2H), 1.37 (s, 9H), 0.98 (d, J = 6.4 Hz, 3H).

Step 5 - Tert-butyl N-[(lR)-2-(3-formylcyclobutoxy)-l-methyl-ethyl]carbamate [1740] To a solution of tert-butyl N-[(lR)-2-[3-(hydroxymethyl)cyclobutoxy]-l-methyl-ethyl]carb amate (400 mg, 1.54 mmol) in DCM (5 mL) was added DMP (785 mg, 1.85 mmol) at 0 °C, then the mixture was stirred at 25 °C for 1 hr. On completion, the reaction mixture was quenched by Na2S20a (5 mL) and NaHC CL (5 mL), and then extracted with DCM (15 mL X 3). The combined organic layers were washed with water (10 mL X 2), dried over Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (390 mg, 98% yield) as colorless oil. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 9.59 (d, J= 2.0 Hz, 1H), 8. 14 - 7.95 (m, 1H), 7.90 - 7.72 (m, 1H), 6.64 (d, J= 7.2 Hz, 1H), 3.99 - 3.85 (m, 1H), 3.59 - 3.45 (m, 1H), 3.25 - 3.14 (m, 1H), 3.12 - 2.99 (m, 1H), 2.82 - 2.69 (m, 1H), 2.39 - 2.29 (m, 1H), 2.01 - 1.92 (m, 1H), 1.37 (s, 9H), 1.02 - 0.94 (m, 3H).

Synthesis of 3-[4-[4-[[3-[(2R)-2-aminopropoxy]cyclobutyl]methyl]piperazin -l-yl]-3-methyl-2-oxo- benzimidazol-l-yl]piperidine-2, 6-dione (Intermediate QT)

QT

Step 1 - Tert-butyl N-[(lR)-2-[3-[[4-[l-(2,6-dioxo-3-piperidyl)-3-methyl-2-oxo-b enzimidazol-4- yl]piperazin- 1 -yl]methyl] cyclobutoxy]- 1 -methyl-ethyl]carbamate

[1741] To a mixture of 3-(3-methyl-2-oxo-4-piperazin-l-yl-benzimidazol-l-yl)piperid ine-2, 6-dione (565 mg, 1.24 mmol, TFA, Intermediate NY) in DMF (5 mL) was added TEA (375 mg, 3.71 mmol) at -10 °C until the pl 1=8. The mixture was stirred at -10 °C for 10 min, then HOAc (742 mg, 12.3 mmol) was added at -10 °C until the pH=6. Subsequently, tert-butyl N-[(lR)-2-(3-formylcyclobutoxy)-l-methyl- ethyl] carbamate (350 mg, 1.36 mmol, Intermediate QS) was added and the mixture was stirred at -10 °C for 20 min. Finally, NaBH(OAc)3 (786 mg, 3.71 mmol) was added one portion and the mixture was stirred at -10 °C for 1 hr. On completion, the reaction mixture diluted with water ( 10 mL) and extracted with EA (20 mL X 3). The combined organic layers were washed with water (10 mL X 2), dried over Na ₂ SO ₄ , filtered and concentrated under reduced pressure. The residue was purified by prep-HPLC (column: Welch Xtimate C 18 150*25mm*5um; mobile phase: [water (FA)-ACN]; gradient: 5%-35% B over 9 min) to give the title compound (100 mg, 13% yield) as white solid. ’H NMR (400 MHz, DMSO-^e) δ 11.08 (s, 1H), 8.15 (s, 1H), 7.05 - 6.79 (m, 3H), 6.70 - 6.55 (m, 1H), 5.34 (dd, ./~ 5.2, 12.8 Hz, 1H), 3.77 (q, J= 7.2 Hz, 1H), 3.61 (s, 3H), 3.57 - 3.49 (m, 1H), 3.19 (dd, J= 6.0, 9.6 Hz, 1H), 3.05 (dd, 6.8, 9.6 Hz, 1H), 2.95 - 2.80 (m, 5H), 2.71 - 2.62 (m, 2H), 2.41 (d, J= 6.8 Hz, 3H), 2.37 - 2.29 (m, 3H), 2.05 - 1.90 (m, 2H), 1.55 - 1.43 (m, 2H), 1.38 (s, 9H), 0.99 (d, J = 6.8 Hz, 3H).

Step 2 - 3-[4-[4-[[3-[(2R)-2-aminopropoxy]cyclobutyl]methyl]piperazin -l-yl]-3-methyl-2-oxo- benzimidazol- 1 -yl]piperidine-2, 6-dione

[1742] To a solution of tert-butyl N-[(lR)-2-[3-[[4-[l-(2,6-dioxo-3-piperidyl)-3-methyl-2-oxo- benzimidazol -4-yl]piperazin-l-yl]methyl]cyclobutoxy]-l-methyl-ethyl]carb amate (57 mg, 97.4 pmol) in DCM (1.5 mL) was added TFA (0.3 mL), then the mixture was stirred at 25 °C for 0.5 hr. On completion, the reaction was concentrated under reduced pressure to give the title compound (58 mg, 99% yield, TFA) as a yellow solid. LC-MS (ESL) m/z 485.2 (M+Hty.

Synthesis of Tert-butyl ((ls,3s)-3-(piperazin-l-yl)cyclobutyl)carbamate (Intermediate QU) and tert- butyl ((lr,3r)-3-(piperazin-l-yl)cyclobutyl)carbamate (Intermediate QV)

Step 1 - Benzyl 4-[3-(tert-butoxycarbonylamino)cyclobutyl]piperazine-l-carbo xylate [1743] A solution of tert-butyl N-(3-oxocyclobutyl)carbamate (10 g, 53.9 mmol, CAS# 154748-49-9), benzyl piperazine- 1 -carboxylate (11.8 g, 53.9 mmol, 10.4 mL, CAS# 31166-44-6) and HOAc (1.62 g, 26.9 mmol, 1.55 mL) in THF (200 mL) was stirred at 20 °C for 0.5 hr. Then, NaBH(OAc)3 (22.8 g, 107 mmol) was added and the mixture was stirred for 16 hrs. On completion, the reaction mixture was quenched by addition of water (100 mL) slowly and extracted with EA (200 mL X 2). The combined organic layers were washed with water (150 mL X 3), dried over Na ₂ SO ₄ , filtered and concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , EAin PE, 50% to 100%, v/v) to give the title compound (20 g, 95% yield) as white solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 7.50 - 7.23 (m, 5H), 7.21 - 6.97 (m, 1H), 5.07 (s, 2H), 3.96 - 3.56 (m, 1H), 3.37 (s, 4H), 2.78 - 2.65 (m, 1H), 2.30 - 2.25 (m, 1H), 2.23 - 2.14 (m, 4H), 2.14 - 2.03 (m, 1H), 1.95 - 1.89 (m, 1H), 1.73 - 1.59 (m, 1H), 1.36 (d, J= 2.4 Hz, 9H); LC-MS (ESI ⁺ ) m/z 390.5 (M+H) ⁺ .

Step 2 - Benzyl 4-[3-(tert-butoxycarbonylamino)cyclobutyl]piperazine-l-carbo xylate

[1744] Benzyl 4- [3 -(tert-butoxycarbonylamino)cyclobutyl]piperazine-l -carboxylate (20.6 g, 52.8 mmol) was separated by SFC (column: DAI CEL CHIRALCEL OJ(250mm*30mm,10um);mobile phase: [CO2- MeOH(0.1%NH3H ₂ O)];10% B isocratic elution mode) to give benzyl 4-[3-(tert- butoxycarbonylamino)cyclobutyl]piperazine-l -carboxylate (6.7 g, trans, peak 2, 32% yield) as yellow solid ( ¹ H NMR (400 MHz, DMSO-A) δ 7.45 - 7.24 (m, 5H), 7.16 (d, J= 6.8 Hz, 1H), 5.07 (s, 2H), 3.87 (d, J= 6.0 Hz, 1H), 3.38 (s, 4H), 2.79 - 2.66 (m, 1H), 2.21 (t, J= 4.4 Hz, 4H), 2.15 - 2.03 (m, 2H), 1.95 - 1.88 (m, 2H), 1.36 (s, 9H); LC-MS (ESI ⁺ ) m/z 390.4 (M+H) ⁺ ) and benzyl 4-[3-(tert- butoxycarbonylamino)cyclobutyl]piperazine-l -carboxylate (11.1 g, cis, peak 1, 53% yield) was obtained as white solid ( ^† H NMR (400 MHz, DMSO- ₆ ) δ 7.47 - 7.23 (m, 5H), 7.04 (d, ./ 8.0 Hz, 1H), 5.07 (s, 2H), 3.70 - 3.54 (m, lH), 3.36 (s, 4H), 2.35 - 2.23 (m, 3H), 2.18 (t, J = 4.8 Hz, 4H), 1.72 - 1.58 (m, 2H), 1.36 (s, 9H); LC-MS (ESI ⁺ ) m/z 390.4 (M+H) ⁺ ). 2D-NMR was used to determine the absolute stereochemistry of the diastereomers.

Step 3 - Tert-butyl ((ls,3s)-3-(piperazin-l-yl)cyclobutyl)carbamate

[1745] To a solution of benzyl 4-[3-(tert-butoxycarbonylamino)cyclobutyl]piperazine-l-carbo xylate (2 g, 5.13 mmol) in THF (40 mL) was added Pd/C (1 g, 5.13 mmol, 10 wt% ) under Ar. The suspension was degassed under vacuum and purged with I F several times. The mixture was stirred under H2 (103 mg, 51.3 mmol) (15 psi) at 20 °C for 4 hrs. On completion, the mixture was diluted with THF (50 mL) and filtered. The fdtrate was concentrated in vacuo to give the title compound (1.3 g, 99% yield) as white solid. ¹ H NMR (400 MHz, DMSO-A) δ 7.01 (d, J= 8.0 Hz, 1H), 3.68 - 3.55 (m, 1H), 2.63 (t, J= 4.4 Hz, 4H), 2.28 - 2.20 (m, 3H), 2.11 (s, 4H), 1.62 (d, J = 7.6 Hz, 2H), 1.36 (s, 10H). Step 4 - Tert-butyl ((lr,3r)-3-(piperazin-l-yl)cyclobutyl)carbamate

[1746] To a solution of benzyl 4-[3-(tert-butoxycarbonylamino)cyclobutyl]piperazine-l-carbo xylate (2 g, 5.13 mmol) in THF (40 mL) was added Pd/C (1 g, 5.13 mmol, 10 wt%) under Ar. The suspension was degassed under vacuum and purged with I F several times. The mixture was stirred under H2 (103 mg, 51.3 mmol) (15 psi) at 20 °C for 4 hrs. On completion, the mixture was diluted with THF (50 mL) and filtered. The filtrate was concentrated in vacuo to give the title compound (1.3 g, 99% yield) as white solid. ¹ H NMR (400 MHz, DMSO-I/ ₆ ) δ 7.15 (d, J = 6.8 Hz, 1H), 3.84 (d, J = 6.8 Hz, 1H), 2.67 (t, J= 4.4 Hz, 5H), 2.26 - 2.01 (m, 6H), 1.91 - 1.84 (m, 2H), 1.43 - 1.32 (m, 10H).

Synthesis of 3-(4-(4-((4-((lr,3r)-3-aminocyclobutyI)piperazin-l-yI)methyI )piperidin-l-yI)-3-inethyI-

2-oxo-2,3-dihydro-lH-benzo[d]imidazol-l-yl)piperidine-2, 6-dione (Intermediate QW)

QW

Step 1 - Tert-butyl ((lr,3r)-3-(4-((l-(l-(2,6-dioxopiperidin-3-yl)-3-methyl-2-ox o-2,3-dihydro-lH- benzo[d]imidazol-4-yl)piperidin-4-yl)methyl)piperazin-l-yl)c yclobutyl)carbamate

[1747] To a solution of tert-butyl N-(3-piperazin-l-ylcyclobutyl)carbamate (303 mg, 1.19 mmol, Intermediate QV) in THF (3 mL) was added HOAc (32.4 mg, 539 pmol, 30.9 pL) at 0 °C. Then 1-[L(2,6- dioxo-3-piperidyl)-3-methyl-2-oxo-benzimidazol-4-yl]piperidi ne-4-carbaldehyde (400 mg, 1.08 mmol, Intermediate MV) in THF (4 mL) was added to the mixture at 0°C and the mixture was stirred for 0.5 hr. Next, NaBH(OAc)i (457 mg, 2. 16 mmol) was added at 0 °C and the mixture was stirred at 0 °C for 0.5 hr. On completion, the reaction mixture was concentrated in vacuo. The residue was purified by prep-HPLC (column: Phenomenex luna C18 150*25mm* lOum; mobile phase: [water (FA)-ACN]; gradient: 4%-34% B over 10 min) to give the title compound (280 mg, 38% yield) as white solid. ^† H NMR (400 MHz, DMSO- d ₆ ) 5 11.08 (s, 1H), 7.16 (d, J = 6.8 Hz, 1H), 7.00 - 6.93 (m, 1H), 6.91 - 6.82 (m, 2H), 5.36 - 5.31 (m, 1H), 3.93 - 3.80 (m, 1H), 3.61 (s, 3H), 3.10 (d, J= 9.6 Hz, 2H), 2.94 - 2.83 (m, 1H), 2.80 - 2.56 (m, 6H), 2.47 - 2.14 (m, 9H), 2.13 - 2.04 (m, 2H), 2.03 - 1.96 (m, 1H), 1.94 - 1.85 (m, 2H), 1.79 (d, J = 11.6 Hz, 2H), 1.70 - 1.55 (m, = 3.6 Hz, 1H), 1.46 - 1.19 (m, 11H); LC-MS (ESH) m/z 610.3 (M+H) ⁺ .

Step 2 - 3-(4-(4-((4-((lr,3r)-3-aminocyclobutyl)piperazin- 1 -yl)methyl)piperidin- 1 -yl)-3-methyl-2-oxo-2,3- dihydro- 1 H-benzo[d]imidazol- 1 -yl)piperidine-2, 6-dione

[1748] To a solution of tert-butyl N-[3-[4-[[l-[l-(2,6-dioxo-3-piperidyl)-3-methyl-2-oxo- benzimidazol- 4-yl]-4-piperidyl]methyl]piperazin-l-yl]cyclobutyl]carbamate (140 mg, 229 pmol) in CH ₂ CI2 (2 mL) was added TFA (0.4 mL). The mixture was then stirred at 20 °C for 1 hr. On completion, the mixture was concentrated in vacuo to give the title compound (117 mg, 99% yield) as brown solid. LC-MS (ESI ⁺ ) m/z 510.2 (M+H) ⁺ .

Synthesis of 3-Methyl-4-((4-(piperidin-l-yl)-5-(trifluoromethyl)pyrimidin -2- yl)amino)benzenesulfonyl chloride (Intermediate QX)

Step 1 - N-(4-(benzylthio)-2-methylphenyl)-4-(piperidin-l-yl)-5-(trif luoromethyl)pyrimidin-2-amine

[1749] To a mixture of N-(4-benzylsulfanyl-2-methyl-phenyl)-4-chloro-5-(trifluorome thyl) pyrimidine- amine (500 mg, 1.22 mmol, Intermediate EA) and piperidine (135 mg, 1.59 mmol, 156 pL, CAS# 110-89- 4) in ACN (5 mL) was added TEA (370 mg, 3.66 mmol, 509 pL). The mixture was then stirred at 20 °C for 2 hrs. On completion, the reaction was diluted with H ₂ O (30 mL) and extracted with EtOAc (60 mL). The combined organic layers were washed with brine (30 mL), dried over with Na ₂ SO ₄ , filtered and concentrated under reduced pressure. The residue was purified by flash silica gel chromatography (Silica Flash Column, Eluent of 0—10% Ethyl acetate/Dichloromethane gradient @ 60 mL/min) to give the title compound (460 mg, 80% yield) as white solid. ¹ H NMR (400 MHz, DMSO-A) δ 8.92 (s, 1H), 8.28 (s, 1H), 7.42 - 7.16 (m, 7H), 7.12 (dd, J = 2.0, 8.4 Hz, 1H), 4.19 (s, 2H), 3.47 - 3.37 (m, 4H), 2.17 (s, 3H), 1.65 - 1.45 (m, 6H); LC-MS (ESI ⁺ ) m/z 459.1 (M+H) ⁺ .

Step 2 - 3-methyl-4-((4-(piperidin-l-yl)-5-(trifluoromethyl)pyrimidin -2-yl)amino)benzenesulfonyl chloride

[1750] To a solution of N-(4-benzylsulfanyl-2-methyl-phenyl)-4-(l-piperidyl)-5-(trif luoromethyl) pyrimidin-2-amine (200 mg, 436 pmol) in ACN (2 mL), HOAc (0.2 mL) and H ₂ O (7.86 mg, 436 nmol, 7.86 pL) was added NCS (174 mg, 1.31 mmol). The mixture was then stirred at 20 °C for 0.5 hr in the dark. On completion, the reaction was diluted with H ₂ O (20 mL) and extracted with EtOAc (30 mL). The combined organic layers were washed with brine (20 mL), dried over with Na ₂ SO ₄ , filtered and concentrated under reduced pressure. The residue was purified by flash silica gel chromatography (ISCO®; 4 g SepaFlash® Silica Flash Column, Eluent of 0~6% Ethyl acetate/Petroleum ether gradient @ 18 mL/min) to give the title compound (168 mg, 85% yield) as colorless oil. ¹ H NMR (400 MHz, DMSO-dg) δ 9.95 (s, 1H), 8.48 (s, 1H), 7.53 (s, 1H), 7.49 - 7.40 (m, 2H), 3.63 (s, 4H), 2.26 (s, 3H), 1.62 (s, 6H); LC-MS (ESI ⁺ ) m/z 434.9 (M+H) ⁺ .

Synthesis of 3-(Difluoromethyl)piperidine (Intermediate QY)

QY

Step 1 - Tert-butyl 3-(difluoromethyl)piperidine-l -carboxylate

[1751] To a solution of tert-butyl 3-formylpiperidine-l -carboxylate (5 g, 23.4 mmol, CAS# 118156-93-7) in DCM (50 mL) was added DAST (5.67 g, 35.1 mmol, 4.65 mL) at 0 °C, then the mixture was stirred at 20 °C for 2 hrs. On completion, the mixture was added into saturated NaHCCL solution (120 mL), and extracted with DCM (100 mL X 2). The combined organic layers were dried over Na ₂ SO ₄ , filtered and the filtrate was concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , PE: EA=20: 1 to PE: EA=5 : 1 ) to give the title compound (2.3 g, 41 % yield) as yellow oil. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 6.12 - 5.79 (m, 1H), 4.01 - 3.83 (m, 1H), 3.78 (d, J= 12.8 Hz, 1H), 2.89 - 2.65 (m, 2H), 1.97 - 1.84 (m, 1H), 1.79 (dd, J= 4.0, 8.4 Hz, 1H), 1.65 (dd, J = 4.4, 7.6 Hz, 1H), 1.43 - 1.31 (m, 11H).

Step 2 - 3-(Difluoromethyl)piperidine [1752] A solution of tert-butyl 3 -(difluoromethyl) piperidine- 1 -carboxylate (2.3 g, 9.78 mmol) in HCl/dioxane (15 mL) was stirred at 20 °C for 0.2 hr. On completion, the reaction was concentrated in vacuo to give the title compound (1.6 g, 95% yield, HC1) as white solid. ¹ H NMR (400 MHz, DMSO-c/g) δ 6.27 - 5.83 (m, 1H), 3.23 (t, J= 13.6 Hz, 2H), 2.75 (d, J= 10.8 Hz, 2H), 2.45 - 2.34 (m, 1H), 1.81 (d, J= 12.0 Hz, 2H), 1.76 - 1.65 (m, 1H), 1.42-1.32 (m, 1H).

Synthesis of N-(4-benzylsulfanyl-2-methyl-phenyl)-4-[(3S)-3-(difluorometh yl)-l-piperidyl]-5- (trifluoromethyl)pyrimidin-2-amine (Intermediate QZ) and N-(4-benzylsulfanyl-2-methyl-phenyl)- 4-[(3R)-3- (difluoromethyl)-l-piperidyl]-5-(trifluoromethyl)pyrimidin-2 -aniine (Intermediate RA)

Step 1 - N-(4-benzylsulfanyl-2-methyl-phenyl)-4-[3-(difluoromethyl)- 1 -piperidyl]-5-(trifluoromethyl) pyrimidin-2-amine

[1753] To a solution of 3-(difluoromethyl)piperidine (1.26 g, 7.32 mmol, HC1, Intermediate QY) and N- (4-benzylsulfanyl-2-methyl-phenyl)-4-chloro-5-(trifluorometh yl)pyrimidin-2-amine (2 g, 4.88 mmol, Intermediate EA) in DMF (20 mL) was added TEA (1.48 g, 14.6 mmol, 2.04 mL), then the mixture was stirred at 20 °C for 2 hrs. On completion, the reaction was diluted with EA ( 100 mL) and washed with water (100 mL X 4). The organic layer was dried over Na ₂ SO ₄ , filtered and the filtrate was concentrated in vacuo. The residue was purified by column chromatography (SiC)?, PE: EA ^_ 20: l to PE: EA=3: 1) to give the title compound (2. 1 g, 84% yield) as yellow solid. ¹ H NMR (400 MHz, DMSO-t/g) δ 9.02 (s, 1H), 8.33 (s, 1H), 7.39 - 7.33 (m, 3H), 7.32 - 7.28 (m, 2H), 7.25 - 7.20 (m, 2H), 7.13 (dd, 2.0, 8.4 Hz, 1H), 6.05 - 5.76 (m, 1H), 4.20 (s, 2H), 4.05 (d, J= 12.8 Hz, 1H), 3.88 (d, J = 13.4 Hz, 1H), 2.95 - 2.86 (m, 2H), 2.17 (s, 3H), 2.08 - 1.99 (m, 1H), 1.86 - 1.80 (m, 1H), 1.72 (d, J= 12.0 Hz, 1H), 1.49 - 1.39 (m, 2H). Step 2 - N-(4-benzylsulfanyl-2-methyl-phenyl)-4-[(3S)-3-(difluorometh yl)-l-piperidyl]-5-

(trifluoromethyl)pyrimidin-2-amine and N-(4-benzylsulfanyl-2-methyl-phenyl)-4-[(3R)-3- (difluoromethyl)- 1 -piperidyl]-5-(trifluoromethyl)pyrimidin-2-amine

[1754] N-(4-benzylsulfanyl-2-methyl-phenyl)-4-[3-(difluoromethyl)-l -piperidyl]-5-(trifluoromethyl) pyrimidin-2-amine (2.1 g) was separated by SFC(column: DAICEL CHIRALPAK AD(250mm* 30mm,10um);mobile phase: [CO2-EtOH(0.1%NH3H ₂ O)]; B%: 20%, isocratic elution mode) to give N-(4- benzylsulfanyl-2-methyl-phenyl)-4-[(3S)-3-(difluoromethyl)-l -piperidyl]-5-(trifluoromethyl)pyrimidin-2- amine (600 mg, 28% yield, peak 1) as white solid ( ^† H NMR (400 MHz, DMSO-d ₆ ) δ 9.01 (s, 1H), 8.33 (s, 1H), 7.42 - 7.32 (m, 3H), 7.30 (t, J= 7.6 Hz, 2H), 7.26 - 7.19 (m, 2H), 7.15 - 7.10 (m, 1H), 5.90 (d, <7= 4.4 Hz, 1H), 4.20 (s, 2H), 4.05 (d, J = 12.8 Hz, 1H), 3.88 (d, J = 13.2 Hz, 1H), 2.97 - 2.84 (m, 2H), 2.17 (s, 3H), 2.11 - 1.96 (m, 1H), 1.88 - 1.79 (m, 1H), 1.70 (s, 1H), 1.44 (d, ./ - 10.8 Hz, 2H); LC-MS (ESI ⁺ ) m/z 509.1 (M+H) ⁺ ) and N-(4-benzylsulfanyl-2-methyl-phenyl)-4-[(3R)-3-(difluorometh yl)-l-piperidyl]-5- (trifluoromethyl) pyrimidin-2-amine (380 mg, 18% yield, peak 2) as yellow solid ( ^† H NMR (400 MHz, DMSO-^6) δ 9.08 - 8.98 (m, 1H), 8.33 (s, 1H), 7.40 - 7.32 (m, 3H), 7.32 - 7.27 (m, 2H), 7.26 - 7.19 (m, 2H), 7.13 (dd, 2.0, 8.4 Hz, 1H), 6.06 - 5.75 (m, 1H), 4.20 (s, 2H), 4.05 (d, J= 12.4 Hz, 1H), 3.88 (d, J = 13.2 Hz, 1H), 2.96 - 2.84 (m, 2H), 2.17 (s, 3H), 2.10 - 1.98 (m, 1H), 1.87 - 1.79 (m, 1H), 1.72 (d, 11.6

Hz, 1H), 1.51 - 1.37 (m, 2H); LC-MS (ESI ⁺ ) m/z 509.2 (M+H) ⁺ ). Absolute stereochemistry of the enantiomers was assigned arbitrarily.

Synthesis of 4-[[4-[3-(difluoromethyl)-l-piperidyl]-5-(trifluoromethyl)py riniidin-2-yl]amino]-3- methyl-benzenesulfonyl chloride (Intermediate RB)

[1755] To a solution of N-(4-benzylsulfanyl-2-methyl-phenyl)-4-[(3R)-3-(difluorometh yl)-l-piperidyl]-5- (trifluoromethyl)pyrimidin-2-amine (100 mg, 196 pmol, Intermediate RA) in ACN (2 mL) andAcOH (0.2 mL) was added H ₂ O (3.54 mg, 196 pmol, 3.54 pL) and NCS (78.7 mg, 589 pmol) in the dark. Then the mixture was stirred at 20 °C for 0.5 hr. On completion, the reaction mixture was diluted with EA (10 mL) and washed with water (10 mL). The organic layer was dried over NazSOzi, filtered and concentrated in vacuo. The residue was purified by column chromatography (SiCL, PE: EA=10:l to PE: EA=1 :1 ) to give the title compound (90 mg, 94% yield) as yellow oil. LC-MS (ESI ⁺ ) m/z 485.0 (M+H) ⁺ . Synthesis of 4-[[4-[(3S)-3-(difluoromethyl)-l-piperidyl]-5-(trifluorometh yl)pyrimidin-2-yl]amino]-3- methyl-benzenesulfonyl chloride (Intermediate RC)

[1756] To a solution of N-(4-benzylsulfanyl -2- methyl-phenyl)-4-[(3S) -3- (difluoromethyl) -1- piperidyl] -5-(trifluoromethyl)pyrimidin-2-amine (120 mg, 235 pmol, Intermediate QZ) in ACN (2 mL), HOAc (0.2 mL) and H ₂ O (0.01 mL) was added NCS (94.5 mg, 707 pmol). The mixture was then stirred at 25 °C for 0.5 hr in the dark. On completion, the mixture was concentrated in vacuo. The residue was purified by silica gel column chromatography (SiOz, PE: EA= 10:1 to 1: 1) to give the title compound (80 mg, 70% yield) as yellow oil. LC-MS (ESI ⁺ ) m/z 484.9 (M+H) ⁺ .

Synthesis of Azetidin-3-ylmethanol (Intermediate RD)

[1757] A mixture of tert-butyl 3-(hydroxymethyl)azetidine-l -carboxylate (3 g, 16.02 mmol, CAS# 142253-56-3) and TFA (7.68 g, 67.3mmol, 5 mL) in DCM (20 mL) was stirred at 25 °C for 1 hr. On completion, the reaction was concentrated in vacuo to give the title compound (3.22 g, 100% yield, TFA) as colorless oil.

Synthesis of [1- [1- [1- [(4-Methoxyphenyl)methyl] -2,6-dioxo-3-piperidyl] -3-methyl-2-oxo- benzimidazo 1-4-yl] azetidin-3-yl] methyl methanesulfonate (Intermediate RE)

Step 1 - 3-[4-[3-(Hydroxymethyl)azetidin-l-yl]-3-methyl-2-oxo-benzimi dazol-l-yl]-l-[(4-methoxy phenyl)methyl]piperidine-2, 6-dione

[1758] To a solution of 3-(4-bromo-3-methyl-2-oxo-benzimidazol-l-yl)-l-[(4-methoxyph enyl) methyl]piperidine-2, 6-dione (450 mg, 981 pmol, synthesized via Steps 1-4 of Intermediate DC), azetidin- 3-ylmethanol (296 mg, 1.47 mmol, TFA, Intermediate RD) and CS2CO3 (1.28 g, 3.93 mmol) in dioxane (5 mL) was added l,3-bis[2,6-bis(l-propylbutyl)phenyl]-4,5-dichloro-2H-imidaz ol-l-ium-2-ide;3- chloropyridine;dichloropalladium (95.5 mg, 98.1 pmol) under N2. The reaction was stirred at 100 °C for 16 hrs under N2. On completion, the reaction was diluted with EA (20 mL). The organic washed with water (20 mL X 2), dried over with Na ₂ SO ₄ and concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , DCM/EA=l/0 to 1/4) to give the title compound (442 mg, 96% yield) as yellow solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 7.20 (d, J= 8.4 Hz, 2H), 6.92 - 6.87 (m, 1H), 6.85 (d, J= 8.8 Hz, 2H), 6.63 (d, J= 8.0 Hz, 2H), 5.47 (dd, ./ 5.2, 12.8 Hz, 1H), 4.85 - 4.79 (m, 1H), 4.77 - 4.72 (m, 2H), 3.85 (m, J= 3.6, 7.2 Hz, 2H), 3.72 (s, 3H), 3.63 - 3.60 (m, 2H), 3.60 - 3.57 (m, 2H), 3.56 (s, 3H), 3.51 - 3.43 (m, 1H), 3.09 - 2.99 (m, 1H), 2.83 - 2.77 (m, 1H), 2.72 - 2.65 (m, 2H), 2.05 - 2.00 (m, 1H); LC-MS (ESI ⁺ ) m/z 465.2 (M+H) ⁺ .

Step 2 - [l-[l-[l-[(4-Methoxyphenyl)methyl]-2,6-dioxo-3-piperidyl]-3- methyl-2-oxo-benzimidazo 1-4- yl] azetidin-3-yl]methyl methanesulfonate

[1759] To a solution of 3-[4-[3-(hydroxymethyl)azetidin-l-yl]-3-methyl-2-oxo-benzimi dazol-l-yl] -l-[(4- methoxyphenyl)methyl]piperidine-2, 6-dione (640 mg, 1.38 mmol) and TEA (418 mg, 4.13 mmol, 575 pL) in DCM (7 mL) was added MsCI (510 mg, 4.45 mmol, 344 pL) at 0 °C. The reaction was stirred at 0 °C for 1 hr. On completion, the reaction was quenched with water at 0 °C. The reaction was diluted with DCM (20 mL). The organic layer was washed with water (20 mL X 2), dried over with Na ₂ SO ₄ and concentrated in vacuo to give the title compound (747 mg, 99% yield) as yellow oil. ¹ H NMR (400 MHz, DMSO-dr,) 5 7.21 (d, J= 8.8 Hz, 2H), 6.94 - 6.89 (m, 1H), 6.85 (d,J= 8.8 Hz, 2H), 6.69 (d, J= 8.0 Hz, 1H), 5.42 - 5.51 (m, J= 5.6, 12.8 Hz, 1H), 4.85 - 4.70 (m, 2H), 4.47 (d, J= 6.8 Hz, 2H), 3.97 - 3.90 (m, 2H), 3.72 (s, 3H), 3.65 - 3.60 (m, 2H), 3.58 (s, 3H), 3.23 (s, 3H), 3.09 - 3.03 (m, 1H), 3.02 - 2.91 (m, 2H), 2.84 - 2.77 (m, 1H), 2.74 - 2.66 (m, 1H), 2.06 - 1.99 (m, 1H); LC-MS (ES1 ⁺ ) m/z 543.2 (M+H) ⁺ .

Synthesis of 3-[4-[3-[[4-(4-Aminocyclohexyl)piperazin-l-yl]methyl]azetidi n-l-yl]-3-methyl-2-oxo- benzimidazol-l-yl]piperidine-2, 6-dione (Intermediate RF)

Step 1 - Tert-butyl N-[4-[4-[[l-[l-[l-[(4-methoxyphenyl)methyl]-2,6-dioxo-3-pipe ridyl]-3-methyl-2-oxo- benzimidazol-4-yl]azetidin-3-yl]methyl]piperazin-l-yl]cycloh exyl]carbamate [1760] To a solution of [l-[l-[l-[(4-methoxyphenyl)methyl]-2,6-dioxo-3-piperidyl]-3- methyl -2-oxo- benzimidazol-4-yl]azetidin-3-yl]methyl methanesulfonate (795 mg, 1.47 mmol, Intermediate RE), tert- butyl N-(4-piperazin-l-ylcyclohexyl)carbamate (539 mg, 1.90 mmol, Intermediate TE) and K ₂ CO ₃ (607 mg, 4.40 mmol) in ACN (15 mL) was added KI (243 mg, 1.47 mmol). The reaction was then stirred at 60 °C for 48 hrs. On completion, the reaction was diluted with EA (50 mL). The organic layer was washed with water (50 mL X 2), dried over Na2§04 and concentrated in vacuo. The residue was purified by prep- HPLC (column: Phenomenex luna C18 150 * 25 mm * 10 um; mobile phase: [water (FA) - CAN ] ; gradient: 15% - 45% B over 10 min) to give the title compound (500 mg, 46 % yield) as a white solid. ¹ H NMR (400 MHz, DMSO-A) δ 8.15 (s, 1H), 7.20 (d, 8.4 Hz, 2H), 6.88 - 6.82 (m, 2H), 6.71 (d, J= 7.6

Hz, 1H), 6.63 (d, J = 8.0 Hz, 2H), 5.55 - 5.40 (m, 1H), 4.87 - 4.70 (m, 2H), 3.97 - 3.88 (m, 2H), 3.72 (s, 3H), 3.48 (t, 4.8 Hz, 2H), 3.22 - 2.96 (m, 3H), 2.91 - 2.64 (m, 6H), 2.59 (d, J= 6.8 Hz, 6H), 2.43 (s,

3H), 2.26 (t, J = 10.4 Hz, 1H), 2.07 - 1.94 (m, 1H), 1.80 (d, J = 9.6 Hz, 4H), 1.37 (s, 9H), 1.24 - 1.08 (m, 4H); LC-MS (ESI ⁺ ) m/z 730.4 (M+H) ⁺ .

Step 2 - 3-[4-[3-[[4-(4-Aminocyclohexyl)piperazin-l-yl]methyl]azetidi n-l-yl]-3-methyl -2-oxo- benzimidazol- 1 -yl]piperidine-2, 6-dione

[1761] To a solution of tert-butyl N-[4-[4-[[l-[l-[l-[(4-methoxyphenyl)methyl]-2,6-dioxo-3-pipe ridyl]-3- methyl-2-oxo-benzimidazol-4-yl]azetidin-3-yl]methyl]piperazi n-l-yl]cyclohexyl]carbamate (200 mg, 274 pmol) in TFA (1.5 mL) was added TfOH (848 mg, 5.65 mmol, 0.5 mL). The reaction was then stirred at 70 °C for 1 hr. On completion, the reaction was concentrated in vacuo to give the title compound (170 mg, 99 % yield, TFA) as brown oil. LC-MS (ES1 ⁺ ) m/z 510.2 (M+H) ⁺ .

Step 3 - Tert-butyl N-[4-[4-[[l-[l-(2,6-dioxo-3-piperidyl)-3-methyl-2-oxo-benzim idazol-4-yl]azetidin -3- yl]methyl]piperazin- 1 -yl]cyclohexyl]carbamate

[1762] To a solution of 3-[4-[3-[[4-(4-aminocyclohexyl)piperazin-l-yl]methyl]azetidi n-l-yl]-3-methyl 2- oxo-benzimidazol-l-yl]piperidine-2, 6-dione (170 mg, 272. pmol, TFA) in DCM (1.5 mL) was added TEA (82.7 mg, 817 pmol, 113 pL) and BOC2O (89.2 mg, 408 pmol, 93.9 pL). The reaction was stirred at 25 °C for 1 hr. On completion, the reaction was diluted with EA (10 mL). The organic layer was washed with water (10 mL X 2), dried over Na ₂ SO ₄ and concentrated in vacuo. The crude product was purified by reversed-phase HPLC (0.1% FA condition) to give the title compound (166 mg, 99% yield) as yellow oil. LC-MS (ESI ⁺ ) m/z 610.5 (M+H) ⁺ .

Step 4 - 3-[4-[3-[[4-(4-Aminocyclohexyl)piperazin-l-yl]methyl]azetidi n-l-yl]-3-methyl-2-oxo- benzimidazol- 1 -yl]piperidine-2, 6-dione [1763] To a solution of tert-butyl N-[4-[4-[[l-[l-(2,6-dioxo-3-piperidyl)-3-methyl-2-oxo-benzim idazol - 4-yl]azetidin-3-yl]methyl]piperazin-l-yl]cyclohexyl]carbamat e (166 mg, 272 pmol) in DCM (1.5 mL) was added TFA (767 mg, 6.73 mmol, 0.5 mL). The reaction was then stirred at 25 °C for 1 hr. On completion, the reaction was concentrated in vacuo to give the title compound (169 mg, 99% yield, TFA) as yellow oil. LC-MS (ESI ⁺ ) m/z 510.3 (M+H) ⁺ .

Synthesis of l-[5-Fluoro-l-[l-[(4-methoxyphenyl)methyl]-2,6-dioxo-3-piper idyl]-3-methyl-2-oxo- benzimidazol-4-yl]piperidine-4-carbaldehyde (Intermediate RG)

Step 1 - 2-Bromo-3-fluoro-N-methyl-6-nitro-aniline

[1764] A solution of 2-bromo-l,3-difluoro-4-nitro-benzene (10.0 g, 42.0 mmol, CAS# 103977-78-2) in THF (100 mL) saturated with MeNFL (2.00 M, 31.5 mL) was stirred at 60 °C for 5 hrs in a sealed tube. Then additional MeNEL (2.00 M, 10.5 mL) was added, and the mixture was stirred at 60 °C for 2 hrs in a sealed tube. On completion, the mixture was concentrated in vacuo. The mixture was purified by silica gel column (PE) to give the title compound (10.3 g, 98% yield) as yellow solid. ^† H NMR (400MHz, DMSO- d ₆ ) 5 7.90 (dd, J= 6.4, 9.6 Hz, 1H), 6.78 (dd, J= 7.6, 9.6 Hz, 2H), 2.76 (d, J= 5.2 Hz, 3H), LC-MS (ESI ⁺ ) m/z 248.9 (M+H) ⁺ .

Step 2 - 3-Bromo-4-fhroro-N2-methyl-benzene-l,2-diamine

[1765] To a solution of 2-bromo-3-fluoro-N-methyl-6-nitro-aniline (10.0 g, 40.1 mmol) in THF (100 mL) was added Pt-V/C (524 mg, 2.01 mmol). The mixture was then stirred at 25 °C for 16 hrs under H2 (15 psi). On completion, the mixture was filtered and concentrated in vacuo to give the title compound (8.7 g, 98% yield) as yellow solid. ¹ H NMR (400MHz, DMSO-t/s) δ 6.75 - 6.65 (m, 1H), 6.60 (dd, J = 6.0, 8.8 Hz, 1H), 4.82 (s, 2H), 3.91 (s, 1H), 2.62 (d, J= 4.0 Hz, 3H), LC-MS (ESI ⁺ ) m/z 221.1 (M+H) ⁺

Step 3 - 4-Bromo-5-fluoro-3-methyl-lH-benzimidazol-2-one

[1766] To a solution of 3-bromo-4-fluoro-N2-methyl-benzene-l,2-diamine (8.70 g, 39.7 mmol) in ACN (120 mL) was added CDI (19.3 g, 119 mmol). The mixture was then stirred at 85 °C for 16 hrs. On completion, the mixture was concentrated in vacuo. The mixture was diluted with H ₂ O (300 mL), filtered and the filtrate was dried in vacuo to give the title compound (8.9 g, 91% yield) as gray solid, ¹ H NMR (400MHz, DMSO-d ₆ ) δ 11.18 (s, 1H), 7.05 - 6.87 (m, 2H), 3.57 (s, 3H), LC-MS (ES1 ⁺ ) m/z 245.0 (M+H) ⁺ .

Step 4 - 4-Bromo-5-fluoro-3-methyl-l-(2-trimethylsilylethoxymethyl)be nzimidazol-2-one

[1767] Amixture of4-bromo-5-fluoro-3-methyl-lH-benzimidazol-2-one (8.00 g, 32.6 mmol) inTHF (150 mL) was degassed and purged with N2 3 times, and then the mixture was stirred at 0 °C for 30 min under N2 atmosphere. Next, NaH (1.96 g, 48.9 mmol, 60% dispersion in mineral oil) was added in the mixture, which was degassed and purged with N2 3 times, and then the mixture was stirred at 0 °C for 1 h under N2 atmosphere. Then SEM-C1 (8.16 g, 48.9 mmol) was added in the mixture, which was degassed and purged with N2 for 3 times. Then the mixture was stirred at 65 °C for 11 hrs under N2 atmosphere. On completion, the reaction mixture was quenched with water (100 mL), then the reaction mixture was concentrated under reduced pressure to remove THF, then the residue was diluted with water (100 mL) and extracted with ethyl acetate (200 mL X 3). The combined organic layer was dried over Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. The residue was purified by column chromatography (SiO ₂ , petroleum ether/ethyl acetate- 10/0 to 2/1) to give the title compound (9.10 g, 72 yield) as a black brown oil. ¹ H NMR (400 MHz, CDCl ₃ ) δ 7.04 (dd, J = 4.4, 8.8 Hz, 1H), 6.95 - 6.86 (m, 1H), 5.30 (s, 2H), 3.78 (s, 3H), 3.62 - 3.56 (m, 2H), 0.94 - 0.88 (m, 2H), 0.01 - 0.05 (m, 9H). LC-MS (ESI ⁺ ) m/z 375.1 (M + H) ⁺ .

Step 5 - 4-[4-(Dimethoxymethyl)-l-piperidyl]-5-fluoro-3-methyl-l -(2 -trimethylsilylethoxymethyl) benzimidazol-2-one

[1768] A mixture of 4-bromo-5-fluoro-3-methyl-l -(2 -trimethylsilyletho xymethyl)benzimidazol-2-one (200 mg, 532 pmol), 4-(dimethoxymethyl)piperidine (169 mg, 1.07 mmol, CAS# 188646-83-5), XantPhos Pd G3 (50.5 mg, 53.2 pmol), and Cs2CO3 (520 mg, 1.60 mmol) in dioxane (4 mL) was stirred at 110 °C for 16 hrs under N2. On completion, the reaction was diluted with EA (20 mL). The organic layer was washed with water (20 ml), dried over Na ₂ SO ₄ and concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate- 10/1 to 2/1) to give the title compound (70 mg, 14% yield) as yellow oil. ^† H NMR (400 MHz, DMSO-d ₆ ) δ 7.11 - 7.05 (m, 1H), 6.98 - 6.90 (m, 1H), 5.28 (s, 2H), 4.18 (d, J= 6.4 Hz, 1H), 3.67 (s, 3H), 3.62 - 3.55 (m, 2H), 3.35 (s, 6H), 3.14 - 3.07 (m, 4H), 1.82 - 1.68 (m, 3H), 1.54 - 1.40 (m, 2H), 0.94 - 0.86 (m, 2H), 0.00 (s, 8H).

Step 6 - 4-[4-(Dimethoxymethyl)-l-piperidyl]-5-fluoro-3-methyl-lH-ben zimidazol-2-one

[1769] A mixture of 4-[4-(dimethoxymethyl)-l-piperidyl]-5-fluoro-3-methyl-l-(2- trimethylsilylethoxymethyl) benzimidazol-2-one (450 mg, 992 pmol) in TBAF (1 M, 15.0 mL) was stirred at 80 °C for 16 hrs. On completion, the reaction was diluted with EA (20 mL). The organic layer was washed with water (20 mL), dried over Na ₂ SO ₄ , filtered and concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate=3/l to 1/1) to give the title compound (250 mg, 77% yield) as brown solid. LC-MS (ESI ⁺ ) m/z 324. 1 (M+H) ⁺ .

Step 7 - 3-[4-[4-(dimethoxymethyl)-l-piperidyl]-5-fluoro-3-methyl-2-o xo-benzimidazol-l-yl]-l- [(4- methoxyphenyl)methyl]piperidine-2, 6-dione

[1770] A solution of 4-[4-(dimethoxymethyl)-l-piperidyl]-5-fluoro-3-methyl-lH-ben zimidazol-2-one (250 mg, 773 pmol) and t-BuOK. (130 mg, 1.16 mmol) in THF (6 mL) was stirred at 0° C for 0.5 hr. Then, [l-[(4-methoxyphenyl)methyl]-2,6-dioxo-3-piperidyl] trifluoromethanesulfonate (442 mg, 1.16 mmol, Intermediate CY) was added at 0°C and the mixture was stirred for 1 hr. On completion, the reaction was diluted with EA (20 mL). The organic layer was washed with water (20 mL), dried over Na ₂ SO ₄ and concentrated in vacuo. The residue was purified by column chromatography ( S i O 2, DCM/Ethyl acetate=5/l to 1/1) to give the title compound (320 mg, 74% yield) as yellow solid. ’ll NMR (400 MHz, DMSO-dg) δ 7.20 (d, J= 8.4 Hz, 2H), 6.93 - 6.76 (m, 4H), 5.50 (dd, J = 5.2, 13.2 Hz, 1H), 4.88 - 4.67 (m, 2H), 4.11 (d, <7= 6.4 Hz, 1H), 3.72 (s, 3H), 3.61 (s, 3H), 3.28 (s, 6H), 3.11 - 2.97 (m, 5H), 2.80 (d, J= 17.6 Hz, 1H), 2.73 - 2.64 (m, 1H), 2.08 - 2.00 (m, 1H), 1.68 (d, <7 = 10.0 Hz, 3H), 1.49 - 1.31 (m, 2H).

Step 8 - l-[5-Fluoro-l-[l-[(4-methoxyphenyl)methyl]-2,6-dioxo-3-piper idyl]-3-methyl-2-oxo- benzimidazol-4-yl]piperidine-4-carbaldehyde

[1771] A mixture of 3 -[4- [4-(dimethoxymethyl)-l -piperidyl] -5-fluoro-3 -methyl-2-oxo-benzimidazol-l- yl]-l -[(4-methoxyphenyl)methyl]piperidine-2, 6-dione (250 mg, 450 pmol) in HCOOH (21.6 mg, 450 pmol, 3 mL) was stirred at 80 °C for 1 hr. On completion, the reaction was concentrated in vacuo to give the title compound (249 mg, 99% yield, FA) as brown oil. LC-MS (ESI ⁺ ) m/z 509.1 (M+H) ⁺ . Synthesis of 3-[4-[4-[[4-(3-Aminocyclobutyl)piperazin-l-yl]methyl]-l-pipe ridyl]-5-fluoro-3-methyl- 2-oxo-benzimidazol-l-yl]piperidine-2, 6-dione (Intermediate RH)

Step 1 - Tert-butyl N-[3-[4-[[l-[5-fhioro-l-[l-[(4-methoxyphenyl)methyl]-2,6-dio xo-3-piperidyl]-3- methyl-2-oxo-benzimidazol-4-yl]-4-piperidyl]methyl]piperazin -l-yl]cyclobutyl]carbamate

[1772] A solution of l-[5-fluoro-l-[l-[(4-methoxyphenyl)methyl]-2,6-dioxo-3-piper idyl]-3-methyl-2- oxo-benzimidazol-4-yl]piperidine-4-carbaldehyde (249 mg, 449 pmol, Intermediate RG), HOAc (26.9 mg, 449 pmol, 25.7 piL) and tert-butyl N-(3-piperazin-l-ylcyclobutyl)carbamate (126 mg, 493 Limo I, Intermediate QV) in DMF (1 mL) and THF (3 mL) was stirred at 25 °C for 0.5 hr. Then, NaBH(OAc)3 (142 mg, 673 pmol) was added and the mixture was stirred at 25 °C for 1 hr. On completion, the reaction was quenched with water (0. ImL) and concentrated in vacuo. The residue was purified by prep-HPLC (column: Welch Ultimate C18 150 * 25 mm * 5 um; mobile phase: [water (FA) - ACN]; gradient: 20%-50% B over 11 min) to give the title compound (220 mg, 65% yield) as white solid. ^† H NMR (400 MHz, DM SO- A, ) 5 7.28 - 7.11 (m, 3H), 6.92 - 6.73 (m, 4H), 5.51 (dd, J= 5.2, 12.8 Hz, 1H), 4.88 - 4.68 (m, 2H), 3.93 - 3.82 (m, 1H), 3.73 (s, 3H), 3.61 (s, 3H), 3.12 - 3.00 (m, 5H), 2.86 - 2.66 (m, 4H), 2.43 - 2.23 (m, 6H), 2.18 (d, J - 7.2 Hz, 2H), 2.14 - 1.99 (m, 4H), 1.94 - 1.86 (m, 2H), 1.79 - 1.68 (m, 2H), 1.68 - 1.56 (m, 1H), 1.37 (s, 9H), 1.31 - 1.18 (m, 2H).

Step 2 - 3-[4-[4-[[4-(3-Aminocyclobutyl)piperazin-l-yl]methyl]-l-pipe ridyl]-5-fluoro-3-methyl-2- oxo- benzimidazol- 1 -yl]piperidine-2, 6-dione

[1773] A mixture of tert-butyl N-[3-[4-[[l-[5-fluoro-l-[l-[(4-methoxyphenyl)methyl]-2,6-dio xo-3- piperidyl] -3-methyl-2-oxo-benzimidazol-4-yl]-4-piperidyl]methyl]pipera zin-l-yl]cyclobutyl]carbamate (130 mg, 173 pmol) in TfOH (734 mg, 4.90 mmol, 433 pL) and TFA (2.00 g, 17.5 mmol, 1.30 mL) was stirred at 70 °C for 1 hr. On completion, the reaction was concentrated in vacuo to give the title compound (111 mg, 99% yield, TFA) as brown oil. LC-MS (ES1 ⁺ ) m/z 528.2 (M+H) ⁺ .

Step 3 - Tert-butyl N-[3-[4-[[l-[l-(2,6-dioxo-3-piperidyl)-5-fluoro-3-rnethyl-2- oxo-benzirnidazol-4-yl]-4- piperidyl]methyl]piperazin- 1 -yl]cyclobutyl]carbamate

[1774] To a solution of 3-[4-[4-[[4-(3-aminocyclobutyl)piperazin-l-yl]methyl]-l-pipe ridyl]-5-fluoro-3- ethyl-2-oxo-benzimidazol-l-yl]piperidine-2, 6-dione (111 mg, 172 pmol, TFA) and TEA (52.5 mg, 518 pmol, 72.2 pL) in DCM (2 mL) was added BOC2O (41.5 mg, 190 pmol). The reaction was then stirred at 25 °C for 1 hr. On completion, the reaction was diluted with DCM (10 mL). The organic layer was washed with water (10 mL X 3), dried over Na ₂ SO ₄ and concentrated in vacuo. The crude product was triturated with PE:EA=5:1 (5mL) at 25 C for 30 min. The mixture was filtered and the filtered cake was dried in vacuo to give the title compound (108 mg, 99% yield) as brown solid. LC-MS (ESI ⁺ ) m/z 628.3 (M+H) ⁺ .

Step 4 - 3-[4-[4-[[4-(3-Aminocyclobutyl)piperazin-l-yl]methyl]-l-pipe ridyl]-5-fluoro-3-methyl-2-oxo - benzimidazol- 1 -yl]piperidine-2, 6-dione

[1775] A mixture of tert-butyl N-[3-[4-[[l-[l-(2,6-dioxo-3-piperidyl)-5-fhioro-3-methyl-2-o xo - benzimidazol-4-yl]-4-piperidyl]methyl]piperazin-l-yl]cyclobu tyl]carbamate (108 mg, 172 pmol) and TFA (460 mg, 4.04 mmol, 0.3 mL) in DCM (1 mL) was stirred at 25 °C for 1 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (110 mg, 99% yield, TFA) as yellow oil. LC- MS (ESI ⁺ ) m/z 528.2 (M+H) ⁺ .

Synthesis of l-[5-Chloro-l-(2,6-dioxo-3-piperidyl)-3-methyl-2-oxo-benzimi dazol-4-yl]piperidine-4- carbaldehyde (Intermediate RI)

Step 1 - 3-[4-[4-(Dimethoxymethyl)-l -piperidyl]-3-methyl-2-oxo-benzimidazol- 1 -yl]piperidine-2, 6-dione [1776] To a solution of 3-(4-bromo-3-methyl-2-oxo-benzimidazol-l-yl)piperidine-2, 6-dione (10.0 g, 29.5 mmol, Intermediate DC) and 4-(dimethoxymethyl)piperidine (5.65 g, 35.4 mmol, CAS# 188646-83-5) in toluene (200 mL) was added RuPhos (2.07 g, 4.44 mmol), RuPhos Pd G3 (3.71 g, 4.44 mmol), 4A molecular sieves (200 mg) and LiHMDS (1 M, 103 mL). Then the mixture was purged with N2 for three times and stirred at 110 °C for 4 hrs. On completion, the mixture was added FA to pH=6, then fdtered and concentrated in vacuo to give a residue. The residue was purified by column chromatography (SiO ₂ , PE: EA=10: 1 to 0: 1) to give the title compound (7.50 g, 60% yield) as a brown solid. ¹ H NMR (400 MHz, DMSO-t/g) δ 11.09 (s, 1H), 6.99 - 6.93 (m, 1H), 6.91 - 6.83 (m, 2H), 5.40 - 5.31 (m, 1H), 4.13 (d, J= 5.6 Hz, 1H), 3.61 (s, 3H), 3.29 (s, 6H), 3.11 (d, J= 11.2 Hz, 2H), 2.91 - 2.84 (m, 1H), 2.72 - 2.58 (m, 4H), 2.02 - 1.97 (m, 1H), 1.77

- 1.65 (m, 3H), 1.51 - 1.39 (m, 2H). LC-MS (ESL) m/z 417.2 (M+H) ⁺ .

Step 2 - l-[5-Chloro-l-(2,6-dioxo-3-piperidyl)-3-methyl-2-oxo-benzimi dazol-4-yl]piperidine-4- carbaldehyde

[1777] To a solution of 3-[4-[4-(dimethoxymethyl)-l-piperidyl]-3-methyl-2-oxo-benzim idazol-l- yl]piperidine -2,6-dione (500 mg, 1.20 mmol) in DCE (20 mL) was added PhI(OAc) ₂ (386 mg, 1.20 mmol) and HCI (1 M, 6.00 mL), then the mixture was stirred at 50 °C for 3 hrs. On completion, the mixture was separated to give the organic layer, then concentrated in vacuo to give a residue. The residue was purified by prep-HPLC (column: Phenomenex Luna C18 200*40mm*10um; mobile phase: [water (TFA)-ACN]; gradient: 28%-58% B over 10 min) to give the title compound (85 mg, 17% yield) as a white solid. ^† H NMR (400 MHz, CDCl ₃ ) δ 9.75 (s, 1H), 8.11 (s, 1H), 7.01 (d, J = 8.4 Hz, 1H), 6.58 (d, J = 8.4 Hz, 1H), 5.21 (dd, J= 5.4, 12.8 Hz, 1H), 3.72 (s, 3H), 3.71 - 3.63 (m, 2H), 3.14 - 3.05 (m, 2H), 3.00 - 2.92 (m, 1H), 2.89 - 2.79 (m, 1H), 2.74 - 2.68 (m, 1H), 2.48 - 2.40 (m, 1H), 2.28 - 2,20 (m, 1H), 2.06 - 1.99 (m, 2H), 1.76

- 1.64 (m, 2H). LC-MS (ESI ⁺ ) m/z 405.1 (M+H) ⁺ . Synthesis of Benzyl N-[3-[(lS,4S)-2,5-diazabicyclo[2.2.1]heptan-2-yl]cyclobutyl] carbamate

(Intermediate RJ)

Step 1 - Tert-butyl (lS,4S)-5-[3-(benzyloxycarbonylamino)cyclobutyl]-2,5-diazabi cyclo[2.2.1]heptane-2- carboxylate

[1778] To a mixture of benzyl N-(3-oxocyclobutyl)carbamate (5.00 g, 22.8 mmol, CAS# 130369-36-7) in THF (50 mL) was added HOAc (1.37 g, 22.8 mmol) and tert-butyl ( IS, 4S) -2,5-diazabicyclo[2.2.1]heptane- 2-carboxylate (4.52 g, 22.8 mmol, CAS# 113451-59-5). The reaction mixture was stirred at 25 °C for 0.5 hr, then the NaBH(OAc)s (9.67 g, 45.6 mmol) was added. The reaction mixture was then stirred at 25 °C for 1 hr. On completion, the reaction mixture was quenched with water (0.5 mL) and concentrated in vacuo. The residue was purified by reverse phase (0.1 % FA condition) to give the title compound (3.00 g, 32% yield) as white solid. LC-MS (ESI ⁺ ) m/z 402.1 (M+H) ⁺ .

Step 2 - Tert-butyl (lS,4S)-5-((lr,3S)-3-(((benzyloxy)carbonyl)amino)cyclobutyl) -2,5- diazabicyclo[2.2.1]heptane-2-carboxylate and tert-butyl (lS,4S)-5-((ls,3R)-3- (((benzyloxy)carbonyl)amino)cyclobutyl)-2,5-diazabicyclo[2.2 .1]heptane-2-carboxylate

[1779] Tert-butyl (lS,4S)-5-[3-(benzyloxycarbonylamino)cyclobutyl]-2,5-diazabi cyclo[2.2.1]heptane-2- carboxylate was separated by SFC (column: DAI CEL CHIRALPAK AS (250mm*50mm, 10um);mobile phase: [CO2-i-PrOH(0.1% NH3H ₂ O)];B%:30%, isocratic elution mode) to give tert-butyl (lS,4S)-5- (( lr,3S)-3-(((benzyloxy)carbonyl)amino)cyclobutyl)-2,5-diazabi cyclo[2.2.1 ]heptane-2-carboxylate (980 mg, 32% yield, peak 1, trans) as white solid ( ^† H NMR (400 MHz, DMSO-d ₆ ) δ 7.53 (s, 1H), 7.39 - 7.29 (m, 5H), 4.98 (s, 2H), 4.16 (d, J= 11.2 Hz, 1H), 3.75 - 3.62 (m, 1H), 3.33 (d, 7 - 0.8 Hz. 2H), 3.23 (d, J= 1.6 Hz, 1H), 3.06 (s, 1H), 2.95 - 2.79 (m, 1H), 2.76 - 2.64 (m, 1H), 2.40 - 2.24 (m, 2H), 1.87 - 1.54 (m, 4H), 1.39 (s, 9H)) and tert-butyl (lS,4S)-5-((ls,3R)-3-(((benzyloxy)carbonyl)amino)cyclobutyl) -2,5- diazabicyclo[2.2.1]heptane-2-carboxylate (1.20 g, 40 % yield, peak 2, cis) as white solid ( ^† H NMR (400 MHz, DMSO-7 ₆ ) δ 7.61 (d, 7 - 7.6 Hz, 1H), 7.38 - 7.28 (m, 5H), 4.99 (s, 2H), 4.18 (d, J = 15.2 Hz, 1H), 4.14 - 4.07 (m, 1H), 3.61 (s, 1H), 3.35 - 3.21 (m, 2H), 3.14 - 3.05 (m, 1H), 2.77 - 2.70 (m, 1H), 2.68 - 2.58 (m, 1H), 2.21 - 2.11 (m, 2H), 2.05 - 1.95 (m, 2H), 1.81 - 1.72 (m, 1H), 1.71 - 1.63 (m, 1H), 1.39 (s, 9H)). The absolute stereochemistry of the diastereomers was assigned by 2D NMR.

Step 3 - Benzyl N-[3-[(lS,4S)-2,5-diazabicyclo[2.2.1]heptan-2-yl]cyclobutyl] carbamate

[1780] A solution of tert-butyl(lS,4S)-5-[3-(benzyloxycarbonylamino)cyclobutyl]-2 ,5- diazabicyclo[2.2.1] heptane-2-carboxylate (300 mg, 747 pmol) and TFA (1.54 g, 13.4 mmol) in DCM (2 mL) was stirred at 25 °C for 0.5 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (310 mg, 99% yield, TFA) as white oil. LC-MS (ESI ⁺ ) m/z 302. 1 (M+H) ⁺ .

Synthesis of 3- [4-[4- [ [(1 S,4S)-5-(3-aminocyclobutyl)-2,5-diazabicyclo [2.2.1]heptan-2-yl]methyl]-l- piperidyl]-5-chloro-3-methyl-2-oxo-benzimidazol-l-yl]piperid ine-2, 6-dione (Intermediate RJ)

Step 1 - Benzyl N-[3-[(lS,4S)-5-[[l-[5-chloro-l-(2,6-dioxo-3-piperidyl)-3-me thyl-2-oxo- benzimidazol-4- yl]-4-piperidyl]methyl]-2,5-diazabicyclo[2.2.1]heptan-2-yl]c yclobutyl]carbamate

[1781] To a solution of benzyl N-[3-[(lS,4S)-2,5-diazabicyclo[2.2.1]heptan-2-yl]cyclobutyl] carbamate (210 mg, 505 pmol, TFA, Intermediate RJ) in THF (2 mL) and DMF (2 mL) was added TEA (1.44 mmol, 0.2 mL), then l-[5-chloro-l-(2,6-dioxo-3-piperidyl)-3-methyl-2-oxo-benzimi dazol-4-yl]piperidine-4- carbaldehyde (204 mg, 505 pmol, Intermediate RI) and AcOH (1.75 mmol, 0.1 mL) was added and the mixture was stirred at 25 °C for 0.2 hr. Next, NaBH(OAc)3 (160 mg, 758 pmol) was added and the mixture was stirred 25°C for 1 hr. On completion, the mixture was filtered to give the residue. The residue was purified by prep-HPLC (column: Phenomenex Luna C18 150*25mm*10um; mobile phase: [water (FA)- ACN]; gradient: 11%-41% B over 10 min) to give the title compound (210 mg, 60% yield) as a colorless liquid. LC-MS (ESI ⁺ ) m/z 690.2 (M+H) ⁺ .

Step 2 - 3-[4-[4-[[(l S,4S)-5-(3-aminocyclobutyl)-2,5-diazabicyclo[2.2. l]heptan-2-yl]methyl]- 1- piperidyl]-5-chloro-3-methyl-2-oxo-benzimidazol-l-yl]piperid ine-2, 6-dione

[1782] To a solution of benzyl N-[3-[(lS,4S)-5-[[l-[5-chloro-l-(2,6-dioxo-3-piperidyl)-3-me thyl-2-oxo- benzimidazol-4-yl]-4-piperidyl]methyl]-2,5-diazabicyclo[2.2. 1]heptan-2-yl]cyclobutyl]carbamate (110 mg, 159 pmol) in TFA (2 mL) was added TfOH (7.91 mmol, 0.7 mL), then the mixture was stirred at 70 °C for 1 hr. On completion, the mixture was concentrated in vacuo to give the title compound (100 mg, 93% yield, TFA) as a brown oil. LC-MS (ESI ⁺ ) m/z 556.3 (M+H) ⁺ .

Synthesis of 3-[4-[4-[(4-Aminocyclohexyl)methyl]piperazin-l-yl]phenyl]pip eridine-2, 6-dione

(Intermediate RL)

Step 1 - Tert-butyl N-[4-[[4-[4-(2,6-dioxo-3-piperidyl)phenyl]piperazin-l-yl]met hyl]cyclohexyl] carbamate

[1783] To a solution of 3-(4-bromophenyl)piperidine-2, 6-dione (500 mg, 1.86 mmol, CAS# 1267337-47- 2) and tert-butyl N-[4-(piperazin-l-ylmethyl)cyclohexyl]carbamate (554 mg, 1.86 mmol, Intermediate SZ) in dioxane (10 mL) was added CS2CO3 (1.22 g, 3.73 mmol) and Pd-PEPPSI-IHeptCl (182 mg, 186 pmol). Then the mixture was stirred at 100 °C for 2 hrs under N2. On completion, the reaction mixture diluted with water (5 mL) and extracted with EA (20 mL X 2). The combined organic layers were washed with water (5 mL X 2), dried over Na ₂ SO ₄ , filtered and concentrated under reduced pressure. The residue was purified by prep-HPLC (column: Phenomenex Luna C18 150*25mm*10um; mobile phase: [water (FA)-ACN]; gradient: 7%-37% B over 10 min) to give the title compound (105 mg, 11% yield) as white solid. ¹ H NMR (400 MHz, DMSO-dg) 8 10.78 (s, 1H), 7.04 (d, J = 8.4 Hz, 2H), 6.87 (d, J= 8.4 Hz, 2H), 6.71 (d, J = 7.8 Hz, 1H), 3.72 (dd, J= 4.8, 11.0 Hz, 2H), 3.09 (s, 6H), 2.46 (d, J= 3.6 Hz, 4H), 2.12 ( d, ~ 7.6 Hz, 2H), 2.07 (s, 4H), 1.76 ( d, J = 10.0 Hz, 3H), 1.37 (s, 9H), 1.12 (q, J = 11.2 Hz, 2H), 0.95 - 0.77 (m, 2H).

Step 2 - 3-[4-[4-[(4-Aminocyclohexyl)methyl]piperazin-l-yl]phenyl]pip eridine-2, 6-dione

[1784] To a solution of tert-butyl N-[4-[[4-[4-(2,6-dioxo-3-piperidyl)phenyl]piperazin-l-yl]met hyl] cyclohexyl] carbamate (100 mg, 206 pmol) in DCM (3 mL) was added TFA (1 mL), then the mixture was stirred at 25 °C for 1 hr. On completion, the reaction was concentrated in vacuo to give the title compound (100 mg, 97% yield, TFA) as yellow oil. LC-MS (ESI ⁺ ) m/z 385.1 (M+H) ⁺ .

Synthesis of 3-(4-bromo-2-chloro-5-fluoro-phenyl)piperidine-2, 6-dione (Intermediate RM)

Step 1 - l-Bromo-4-(bromomethyl)-5-chloro-2-fluoro-benzene

[1785] To a solution of (4-bromo-2-chloro-5-fluoro-phenyl)methanol (5 g, 20.8 mmol, CAS# 1338254- 21-9) in DCM (50 mL) was added PBn (8.48 g, 31.3 mmol) at 0 °C and the mixture was stirred at 0 °C for 1 hr. Then, the mixture was warmed to rt and stirred for 16 hrs. On completion, the mixture was added into NaHCXL (80 mL) aqueous solution slowly to quench the reaction. Then the mixture was diluted with DCM (50 mL) and washed with water (20 mL X 3). The organic layer was dried over NajSO^ filtered and concentrated in vacuo to give the title compound (3.5 g, 55% yield) as colorless oil. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 7.97 (d, J= 6.4 Hz, 1H), 7.74 (d, J= 9.2 Hz, 1H), 4.69 (s, 2H).

Step 2 - 2-(4-Bromo-2-chloro-5-fluoro-phenyl)acetonitrile

[1786] To a solution of l-bromo-4-(bromomethyl)-5-chloro-2-fluoro-benzene (3.5 g, 11.5 mmol) and TBAB (447 mg, 1.39 mmol) in DCM (20 mL) and H ₂ O (20 mL) was added KCN (2.25 g, 34.5 mmol) slowly. The reaction mixture was stirred at rt for 16 hrs. On completion, the reaction mixture was added into ice water (100 mL). Then, the mixture was extracted with DCM (100 mL X 2), the combined organic layers were dried over Na ₂ SO ₄ , filtered and concentrated in vacuo. The residue was purified by column chromatography (SiCh, PE: EA=20: 1 to 10: 1) to give the title compound (2.3 g, 79% yield) as colorless oil. ¹ H NMR (400 MHz, DMSO-tZ ₆ ) § 8.02 (d, J= 6.4 Hz, 1H), 7.60 (d, J= 9.2 Hz, 1H), 4.09 (s, 2H).

Step 3 - Methyl 2-(4-bromo-2-chloro-5-fluoro-phenyl)acetate

[1787] To a solution of 2-(4-bromo-2-chloro-5-fluoro-phenyl)acetonitrile (2.3 g, 9.26 mmol) in MeOH (17 mL) was added dropwise SOCI ₂ ( 12 mL) at 0 °C. The reaction mixture was stirred at rt for 16 hrs under N2. On completion, the mixture was concentrated in vacuo. Then, the crude product was diluted with EA (20 mL) and washed with water (15 mL). The organic layer was dried over Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (2.7 g, 89% yield) as yellow solid. ’ll NMR (400 MHz, DMSO-rig) δ 7.91 (d, J= 6.4 Hz, 1H), 7.54 (d, J= 9.2 Hz, 1H), 3.83 (s, 2H), 3.63 (s, 3H).

Step 4 - 3-(4-Bromo-2-chloro-5-fluoro-phenyl)piperidine-2, 6-dione

[1788] To a solution of methyl 2-(4-bromo-2-chloro-5-fluoro-phenyl)acetate (1 g, 3.55 mmol) and prop- 2-enamide (504 mg, 7.10 mmol) in THF (10 mL) was added t-BuOK (597 mg, 5.33 mmol). The reaction mixture was stirred at rt for 0.5 hr. On completion, the reaction mixture was added NH4CI aqueous solution (5 mL) and diluted with water (30 mL). Then, the mixture was extracted with EA (50 mL X 2). The combined organic layers were dried over Na ₂ SO ₄ , filtered and concentrated in vacuo. The crude product was triturated with DCM (20 mL) at rt for 5 min, then filtered to give the title compound (1.2 g, 52% yield) as white solid. ¹ H NMR (400 MHz, DMSO-t/ ₆ ) δ 10.96 (s, 1H), 7.98 - 7.85 (m, 1H), 7.53 - 7.46 (m, 1H), 4,24 (dd, J= 4.8, 12.8 Hz, 1H), 2.86-2.73 (m, 1H), 2.57 (dd, J = 2.4, 4.0 Hz, 1H), 2.39 - 2.28 (m, 1H), 2.01 - 1.94 (m, 1H).

Synthesis of 3-[4-[4-[(4-Aminocyclohexyl)methyl]piperazin-l-yl]-2-chloro- 5-fluoro- phenyl] piperidine-2, 6-dione (Intermediate RN) Step 1 - Tert-butyl N-[4-[[4-[5-chloro-4-(2,6-dioxo-3-piperidyl)-2-fluoro-phenyl ]piperazin-l-yl] methyl] cyclohexyl] carbamate

[1789] To a solution of 3-(4-bromo-2-chloro-5-fluoro-phenyl)piperidine-2, 6-dione (600 mg, 1.87 mmol, Intermediate RM) and tert-butyl N-[4-(piperazin-l-ylmethyl)cyclohexyl]carbamate (835 mg, 2.81 mmol, Intermediate SZ) in dioxane (12 mL) was added CS2CO3 (1.83 g, 5.62 mmol) and 1 ,3-bis[2,6-bis( 1 - propylbutyl)phenyl]-4,5-dichloro-2H-imidazol- 1 -ium-2-ide;3-chloropyridine dichloropalladium ( 182 mg, 187 pmol). The reaction mixture was then stirred at 100 °C for 4 hrs under N2. On completion, the reaction mixture was diluted with EA (50 mL) and washed with water (30 mL X 2). The organic layer was dried over Na ₂ SO ₄ , filtered and concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , PE: EA ^_ I O: I to 0:1) to give the title compound (85 mg, 8% yield) as brown solid. ¹ H NMR (400 MHz, DMSO-de) δ 10.86 (s, 1H), 7.17 (d, J = 13.6 Hz, 1H), 7.01 (d, J= 8.4 Hz, 1H), 6.69 (d, ./“ 7.6 Hz, 1H), 4.10 (dd, J= 4.8, 12.8 Hz, 1H), 3.19 - 3.09 (m, 1H), 3.02 (s, 4H), 2.81 - 2.70 (m, 1H), 2.46 (s, 3H), 2.33 - 2.25 (m, 1H), 2.11 (d, J - 7.2 Hz, 2H), 1.96 - 1.89 (m, 1H), 1.76 (d, J= 11.2 Hz, 4H), 1.37 (s, 9H), 1.29 - 1.05 (m, 4H), 0.92 - 0.79 (m, 3H).

Step 2 - 3-[4-[4-[(4-Aminocyclohexyl)methyl]piperazin- l-yl]-2-chloro-5-fluoro-phenyl]piperidine-2,6- dione

[1790] A mixture of tert-butyl N-[4-[[4-[5-chloro-4-(2,6-dioxo-3-piperidyl)-2-fluoro-phenyl ]piperazin-l- yl] methyl] cyclohexyl] carbamate (75 mg, 139 pmol) in TEA (0.5 mL) and DCM (1 .5 mL) was stirred at rt for 0.5 hr. On completion, the mixture was concentrated in vacuo to give the title compound (76 mg, 98% yield, TEA) as brown oil. LC-MS (ESI ⁺ ) m/z 437.1 (M+H) ⁺ .

Synthesis of 1- [3-chloro-4-(2,6-dioxo-3-piperidyl)phenyl] piperidine-4-carbaldehyde (Intermediate

RO Step 1 - 3-[2-Chloro-4-[4-(dimethoxymethyl)-l-piperidyl]phenyl]piperi dine-2, 6-dione

To a solution of 3-(4-bromo-2-chloro-phenyl)piperidine-2, 6-dione (1.00 g, 3.31 mmol, synthesized via Steps 1-2 of Intermediate PH), 4-(dimethoxymethyl)piperidine (789 mg, 4.96 mmol, CAS# 188646-83-5) in dioxane (15 mL) was added tBuONa (953 mg, 9.92 mmol), Pd2(dba)a (303 mg, 331 pmol) and XPhos (158 mg, 331 pmol). Then the mixture was stirred at 100 °C for 2 hrs. On completion, the mixture was concentrated in vacuo to give the residue. The residue was purified by column chromatography (SiO ₂ , PE: EA=30: l to 20: 1) to give the title compound (400 mg, 32% yield) as a yellow oil. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 10.84 (s, 1H), 7.09 (d, J= 8.4 Hz, 1H), 6.92 (d, J = 2.4 Hz, 1H), 6.89 - 6.84 (m, 1H), 4.09 - 4.00 (m, 2H), 3.73- 3.71 (m, 2H), 3.26 (s, 6H), 2.82 - 2.58 (m, 4H), 2.27 - 2.16 (m, 1H), 1.97 - 1.88 (m, 1H), 1.70 - 1.67 (m, 2H), 1.34 - 1.22 (m, 3H). LC-MS (ES1 ⁺ ) m/z 381.0 (M+H) ⁺ .

Step 2 - l-[3-Chloro-4-(2,6-dioxo-3-piperidyl)phenyl]piperidine-4-car baldehyde

[1791] A solution of 3-[2-chloro-4-[4-(dimethoxymethyl)-l-piperidyl]phenyl]piperi dine-2, 6-dione (200 mg, 525 pmol) in HCOOH (2 mL) was stirred at 80 °C for 0.5 hr. On completion, the mixture was concentrated in vacuo to give the title compound (170 mg, 97% yield) as a brown oil. LC-MS (ESI ⁺ ) m/z 352.8 (M+18) ⁺ .

Synthesis of 4- [ [4- [(3S)-3-hydroxy-3-methyl-l-piperidyl] -5-(trifluoromethyl)pyrimidin-2-yl] amino] -

3- methyl-N-(4-methyl-4-piperidyl)benzenesulfonamide (Intermediate RP)

Step 1 - Tert-butyl 4-[[4-[[4-[(3S)-3-hydroxy-3-methyl-l-piperidyl]-5-(trifluoro methyl)pyrimidin-2- yl]amino]-3-methyl-phenyl]sulfonylamino]-4-methyl-piperidine -l -carboxylate

[1792] To a solution of tert-butyl 4-amino-4-methyl-piperidine-l -carboxylate (184 mg, 860 pmol, CAS# 343788-69-2) and TEA (130 mg, 1.29 mmol) in THF (4 mL) was added 4-[[4-[(3S)-3-hydroxy-3-methyl- l-piperidyl]-5-(trifluoromethyl)pyrimidin-2-yl]amino]-3-meth yl-benzenesulfonyl chloride (200 mg, 430 pmol, Intermediate OA) at 50 °C, then the mixture was stirred at 50 °C for 18 hrs. On completion, the reaction was concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , EA in PE, 32% to 45%) to give the title compound (250 mg, 90% yield) as white solid. ¹ H NMR (400 MHz, DMSO- dk) 5 9.09 (s, 1H), 8.34 (s, 1H), 7.86 - 7.78 (m, 1H), 7.70 - 7.58 (m, 2H), 7.35 (s, 1H), 4.44 (s, 1H), 3.63 - 3.54 (m, 1H), 3.44 - 3.33 (m, 3H), 3.28 - 3.18 (m, 2H), 3.17 - 3.03 (m, 2H), 2.32 (s, 3H), 1.82 - 1.70 (m, 3H), 1.61 - 1.49 (m, 2H), 1.36 (s, 10H), 1.33 - 1.25 (m, 2H), 1.03 (d, J - 3.2 Hz, 6H); LC-MS (ESI+) m/z 643.1 (M+H) ⁺ .

Step 2 - 4-[[4-[(3S)-3-hydroxy-3-methyl-l-piperidyl]-5-(trifhiorometh yl)pyrimidin-2-yl]amino]-3- methyl-N-(4-methyl-4-piperidyl)benzenesulfonamide

[1793] A mixture of tert-butyl 4-[[4-[[4-[(3S)-3-hydroxy-3-methyl-l-piperidyl]-5- (trifluoromethyl)pyrimidin- 2-yl]amino]-3-methyl-phenyl]sulfonylamino]-4-methyl-piperidi ne- 1 - carboxylate (85 mg, 132 pmol) in DCM (0.9 mL) and TFA (460 mg, 4.04 mmol, 0.3 mL) was stirred at rt for 0.5 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (86 mg, 99% yield, TFA) as colorless oil. LC-MS (ESI ⁺ ) m/z 543. 1 (M+H) ⁺ .

Synthesis of 3-(4-Piperazin-l-ylphenyl)piperidine-2, 6-dione (Intermediate RQ)

Step 1 - 3-(4-Bromophenyl)piperidine-2, 6-dione

[1794] To a solution of methyl 2-(4-bromophenyl) acetate (5 g, 21.8 mmol, CAS# 41841-16-1) and prop- 2-enamide (1.55 g, 21.8 mmol, CAS# 79-06-1) in DMF (30 mL) was added t-BuOK (7.35 g, 65.4 mmol), the mixture was then stirred at 25 °C for 3 hrs under N2. On completion, the reaction mixture was diluted with water (50 mL) and extracted with EA (100 mL X 2). The combined organic layers were washed with water (50 mLX 2), dried over Na ₂ SO ₄ , filtered and concentrated under reduced pressure to give the residue. The residue was purified by column chromatography (Silica gel, EA in PE, 30%, v/v) to give the title compound (2 g, 34% yield) as white solid. LC-MS (ESI ⁺ ) m/z 267.8 (M+H) ⁺ . Step 2 - Tert-butyl 4- [4-(2,6-dioxo-3-piperidyl)phenyl]piperazine-l -carboxylate

[1795] To a solution of 3-(4-bromophenyl)piperidine-2, 6-dione (900 mg, 3.36 mmol) and tert-butyl piperazine- 1 -carboxylate (813 mg, 4.36 mmol, CAS# 57260-71-6) in dioxane (10 mL) was added 1,3- bis[2,6-bis(l-propylbutyl)phenyl]-4,5-dichloro-2H-imidazol-l -ium-2-ide;3- chloropyridine;dichloropalladium (326 mg, 335 pmol) and CS2CO3 (3.28 g, 10.0 mmol). Then the mixture was stirred at 90 °C for 2 hrs under N2. On completion, the reaction mixture was diluted with EA (30 mL), filtered, and the filtrate was concentrated under reduced pressure to give a residue. The residue was purified by column chromatography (Silica gel, EA in PE, 30%, v/v) to give the title compound (240 mg, 19% yield) as white solid. ¹ H NMR (400 MHz, DMSO-t/ ₆ ) § 10.78 (s, 1H), 7.10 - 7.04 (m, 2H), 6.91 (d, J = 8.8 Hz, 2H), 3.80 - 3.68 (m, 1H), 3.50 - 3.38 (m, 4H), 3.10 - 3.04 (m, 4H), 2.69 - 2.58 (m, 1H), 2.48 (s, 1H), 2.19 - 2.07 (m, 1H), 2.00 (m, J = 4.8, 13.3 Hz, 1H), 1.42 (s, 9H).

Step 3 - 3-(4-Piperazin-l-ylpbenyl)piperidine-2, 6-dione

[1796] To a solution of tert-butyl 4-[4-(2,6-dioxo-3-piperidyl)phenyl]piperazine-l-carboxylate (240 mg, 642.66 pmol) in DCM (3 mL) was added TFA (1 mL), then the mixture was stirred at 25 °C for 1 hr. On completion, the reaction was concentrated in vacuo to give the title compound (248 mg, 99% yield, TFA) as brown solid. LC-MS (ESI ⁺ ) m/z 274.1 (M+H) ⁺ .

Synthesis of Tert-butyl N-(4-formyl-l-bicyclo[2.2.2]octanyl)carbamate (Intermediate RR)

Step 1 - Tert-butyl N-[4-(hydroxymethyl)-l-bicyclo[2.2.2]octanyl]carbamate

[1797] To a solution of methyl 4-(tert-butoxycarbonylamino)bicyclo[2.2.2]octane-l -carboxylate (0.5 g, 1.76 mmol, CAS# 943845-74-7) in THF (10 mL) was added LAH (2.5 M, 1.41 mL) slowly at -70 °C, the mixture was stirred at -70°C for 3 hrs under N2. On completion, the mixture was quenched with water (0.2 ml) and 15% NaOH (0.2 mL) and more water (0.6 mL) at 0 °C. The reaction mixture was then diluted with additional water (5 mL) and extracted with EA (20 mL X 2). The combined organic layers were washed with water (10 mL X 2), dried over Na ₂ SO ₄ , filtered and concentrated under reduced pressure to give the title compound (360 mg, 79% yield) as white solid. ¹ H NMR (400 MHz, DMSO-de) δ 6.27 (s, 1H), 4.32 - 4.26 (m, 1H), 2.99 (d, J= 5.6 Hz, 2H), 1.78 - 1.59 (m, 7H), 1.37 - 1.33 (m, 14H).

Step 2 - Tert-butyl N-(4-formyl-l-bicyclo[2.2.2]octanyl)carbamate [1798] To a solution of tert-butyl N-[4-(hydroxymethyl)-l-bicyclo[2.2.2]octanyl]carbamate (360 mg, 1.41 mmol) in DCM (5 mL) was added DMP (657 mg, 1.55 mmol), the mixture was then stirred at 25 °C for 1 hr. On completion, the reaction mixture was quenched with Na2S20a (3 mL) and NaHCOs (3 mL). Then, the mixture was extracted with DCM (10 mL X 2). The combined organic layers were washed with water (8 mL X 2), dried over Na ₂ SO ₄ , filtered and concentrated in vacuo. The crude product was triturated with PE at 25 °C for 10 mins to give the title compound (300 mg, 84% yield) as white solid. ^† H NMR (400 MHz, DMSO-i/g) δ 9.39 (s, 1H), 6.55 - 6.33 (m, 1H), 1.79 - 1.69 (m, 6H), 1.64 - 1.55 (m, 5H), 1.36 (s, 9H), 0.89 - 0.77 (m, 1H).

Synthesis of 3-[4-[4-[(4-amino-l-bicyclo[2.2.2]octanyl)inethyI]piperazin- l-yI]phenyI]piperidine-2,6- dione (Intermediate RS)

Step 1 - Tert-butyl N-[4-[[4-[4-(2,6-dioxo-3-piperidyl)phenyl]piperazin-l-yl]met hyl]-l-bicyclo[2.2.2] octanyl]carbamate

[1799] To a mixture of 3-(4-piperazin-l-ylphenyl)piperidine-2, 6-dione (248 mg, 640 pmol, TFA, Intermediate RQ) in THF (5 mL) was added TEA ( 194 mg, 1.92 mmol) until pl 1=8. The mixture was stirred at 25 °C for 10 min, then HOAc (76.8 mg, 1.28 mmol) was added until the pH=6 at 25°C. Subsequently, tert-butyl N-(4-formyl-l-bicyclo[2.2.2]octanyl)carbamate (162 mg, 640 pmol, Intermediate RR) was added and the mixture was stirred at 25 °C for 20 min. Next, NaBH(OAch (271 mg, 1.28 mmol) was added one portion and the resulting reaction mixture was stirred at 25 °C for 1 hr. On completion, the reaction mixture was quenched by water (0.5 mL) and diluted with EA (20 mL), then filtered and the filter cake was collected. The residue was purified by prep-HPLC (The residue was purified by prep-HPLC (column: Phenomenex luna C18 150 * 25 mm * 10 um; mobile phase: [water (FA) - ACN]: gradient:8%-38% B over 10 min) to give the title compound (100 mg, 30% yield) as white solid. ^† HNMR (400 MHz, DMSO-c/e) δ 10.78 (s, 1H), 8.98 - 8.69 (m, 1H), 7.21 - 6.77 (m, 3H), 6.53 - 6.20 (m, 1H), 3.79 - 3.45 (m, 4H), 3.23 - 2.96 (m, 5H), 2.69 - 2.54 (m, 3H), 2.21 - 1.94 (m, 3H), 1.83 - 1.45 (m, 12H), 1.36 (s, 9H).

Step 2 - 3-[4-[4-[(4-Amino- 1 -bicyclo[2.2.2]octanyl)methyl]piperazin- 1 -yl]phenyl]piperidine-2, 6-dione [1800] To a solution of tert-butyl N-[4-[[4-[4-(2,6-dioxo-3-piperidyl)phenyl]piperazin-l-yl]met hyl]-l- bicyclo[2.2.2]octanyl]carbamate (70 mg, 137 pmol) in dioxane (1 mL) was added HCl/dioxane (0.5 mL), then the mixture was stirred at 25 °C for 1 hr. On completion, the reaction was concentrated under reduced pressure to give the title compound (60 mg, 97% yield, HC1) as a yellow solid. LC-MS (ESI ⁺ ) m/z 411.1 (M+H) ⁺ .

Synthesis of Tert-butyl N-[4-[[4-[4-(2,6-dibenzyloxy-3-pyridyl)-2-fluoro-phenyl]pipe razin-l-

Cs ₂ CO ₃ , d ₁₀ xane

RT

Step 1 - Tert-butyl N-(4-cyano-l-methyl-cyclohexyl)carbamate

[1801] To a solution of tert-butyl N-(l-methyl-4-oxo-cyclohexyl)carbamate (4 g, 17.6 mmol, CAS# 412293-43-7) and l-(isocyanomethylsulfonyl)-4-methyl-benzene (3.78 g, 19.3 mmol) in DME (100 mL) was added the solution of t-BuOK (3.95 g, 35.2 mmol) in t-BuOH (6.52 g, 87.9 mmol, 8.42 mL) and DME (10 mL) at 0 °C. The reaction was stirred at 25 °C for 2 hrs. On completion the reaction was diluted with MTBE (40mL). The organic layer was washed with water (40 mL), dried over Na ₂ SO ₄ and concentrated in vacuo. The residue was purified by column chromatography (SiOz, Petroleum ether/Ethyl acetate=10/l to 2/1) to give the title compound (7 g, 83% yield) as yellow solid. ¹ H NMR (400 MHz, CDCl ₃ ) δ 4.22 (s, 1H), 2.75 - 2.35 (m, 1H), 2.06 (d, J= 14.0 Hz, 1H), 1.94 (s, 1H), 1.88 - 1.54 (m, 6H), 1.37 (d, J = 6.0 Hz, 9H), 1.26 (d, J= 8.4 Hz, 3H).

Step 2 - Tert-butyl N-(4-formyl-l-methyl-cyclohexyl)carbamate

[1802] To a solution of tert-butyl N-(4-cyano-l-methyl-cyclohexyl)carbamate (6 g, 25.1 mmol) in DCM (70 mL) was added DIBAL-H (1 M, 50.3 mL) at -78 °C. The reaction was stirred at -78 °C for 2 hrs. On completion, the reaction was quenched with HC1 (2N, 10 mL). The mixture was extracted with DCM (200 mLX 2). The organic layer was washed with water (100 ml), dried over Na ₂ SO ₄ and concentrated in vacuo to give the title compound (6 g, 98% yield) as yellow oil. ¹ H NMR (400 MHz, CDCl ₃ ) δ 9.63 - 9.53 (m, 1H), 2.28 - 2.13 (m, 1H), 1.85 - 1.70 (m, 4H), 1.68 - 1.45 (m, 4H), 1.36 (d, J = 4.0 Hz, 9H), 1.27 - 1.20 (m, 3H).

Step 3 - Benzyl 4- [[4-(tert-butoxycarbonylamino)-4-methyl-cyclohexyl]methyl]pi perazine-l -carboxylate

[1803] A solution of tert-butyl N-(4-formyl-l-methyl-cyclohexyl)carbamate (6 g, 24.8 mmol), benzyl piperazine- 1 -carboxylate (4.38 g, 19.8 mmol, 3.84 mL, CAS# 31166-44-6) and HOAc (1.49 g, 24.8 mmol, 1.42 mL) in THF (100 mL) was stirred at 25 °C for 0.5 hr. Then, NaBH(OAc)3 (6.32 g, 29.8 mmol) was added and the mixture was stirred at 25 °C for 1 hr. On completion, the reaction was quenched with water (2 mL) and concentrated in vacuo. The residue was purified by prep-HPLC (column: Welch Ultimate XB- SiOH 250*50*10um; mobile phase: [Hexane-EtOH]; gradient: 2%-19% B over 25 min) to give the title compound (11 g, 99% yield) as yellow oil. ¹ H NMR (400 MHz, CDCl ₃ ) δ 7.32 - 7.22 (m, 5H), 5.06 (s, 2H), 3.45 (s, 4H), 2.33 (s, 4H), 2.18 - 2.10 (m, 2H), 2.00 (s, 3H), 1.73 (d, J= 12.4 Hz, 1H), 1.66 - 1.52 (m, 3H), 1.36 (s, 9H), 1.25 - 1.21 (m, 3H), 1.07 - 0.96 (m, 2H).

Step 4 - Tert-butyl N-[l-methyl-4-(piperazin-l-ylmethyl)cyclohexyl]carbamate

[1804] To a solution of benzyl 4-[[4-(tert-butoxycarbonylamino)-4-methyl-cyclohexyl]methyl] piperazine- 1 -carboxylate (3.5 g, 7.85 mmol,) in MeOH (40 mL) was added Pd/C (3.50 g, 3.29 mmol, 10 wt%) under N2. The suspension was degassed under vacuum and purged with H2 several times. The mixture was stirred under H2 (15 psi) at 25 °C for 4 hrs. On completion, the reaction was filtered and the filtrate was concentrated in vacuo to give the title compound (2.4 g, 98% yield) as white solid, ¹ H NMR (400 MHz, CDCl ₃ ) δ 4.52 - 4.24 (m, 1H), 2.95 (t, J = 4.8 Hz, 3H), 2.44 (s, 4H), 2.21 - 2.15 (m, 2H), 2.01 (d, J = 10.8 Hz, 2H), 1.82 (dd, J= 4.0, 11.6 Hz, 1H), 1.73 - 1.59 (m, 3H), 1.57 - 1.49 (m, 1H), 1.46 - 1.43 (m, 9H), 1.36 - 1.30 (m, 3H), 1.22 (dt, J= 3.2, 13.6 Hz, 1H), 1.16 - 1.01 (m, 2H).

Step 5 - Tert-butyl N-[4-[[4-[4-(2,6-dibenzyloxy-3-pyridyl)-2-fluoro-phenyl]pipe razin-l-yl]methyl]-l- methyl-cyclohexyl] carbamate [1805] A mixture of 2,6-dibenzyloxy-3-(4-bromo-3-fluoro-phenyl)pyridine (2 g, 4.31 mmol, synthesized via Step 1 of Intermediate PM), tert-butyl N-[l-methyl-4-(piperazin-l- ylmethyl)cyclohexyl]carbamate (1.61 g, 5.17 mmol), CS2CO3 (4.21 g, 12.9 mmol), and 1 ,3-bis[2,6-bis(l - propylbutyl)phenyl]-4,5-dichloro-2H-imidazol-l-ium-2-ide 3 -chloropyridine dichloropalladium (419 mg, 430 pmol) in dioxane (50 mL) was stirred at 110 °C for 16 hrs under N2. On completion, the reaction was diluted with EA (200 mL). The organic layer was washed with water (150 mL), dried over Na ₂ SO ₄ and concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , DCM/Ethyl acetate- 1 /0 to 5/1) to give the title compound (1.7 g, 56% yield) as brown solid. ¹ H NMR (400 MHz, DMSO-c/g) § 7.76 (d, 8.0 Hz, 1H), 7.45 - 7.31 (m, 12H), 7.02 (t, J= 9.2 Hz, 1H), 6.54 (d, 8.0 Hz, 1H), 6.42 - 6.09 (m,

1H), 5.39 (cl, ./ - 19.6 Hz, 4H), 3.02 (s, 4H), 2.48 - 2.47 (m, 2H), 2.15 (dd, J= 6.8, 14.8 Hz, 3H), 1.74 - 1.45 (m, 6H), 1.38 (d, J = 2.4 Hz, 9H), 1.22 - 1.18 (m, 3H), 1.15 - 0.97 (m, 4H).

Synthesis of Tert-butyl N-[4-[[4-[4-(2,6-dibenzyloxy-3-pyridyl)-2-fluoro-phenyl]pipe razin-l- yl]methyl]-l-methyl-cyclohexyl]carbamate (Intermediate RU) and tert-butyl N-[4-[[4-[4-(2,6- dibenzyloxy-3-pyridyl)-2-fluoro-phenyl]piperazin-l-yl]methyl ]-l-methyl-cyclohexyl]carbamate (Intermediate RV)

RU RV

[1806] Tert-butyl N-[4-[[4-[4-(2,6-dibenzyloxy-3-pyridyl)-2-fluoro-phenyl]pipe razin-l-yl]methyl]-l- methyl-cyclohexyl] carbamate (Intermediate RT) was separated into diastereomers by SFC (column: DAICEL CHIRALPAK AD(250mm*30mm,10um);mobile phase: [CO ₂ -ACN/MeOH(0.1% NH3H ₂ O)]; B%:45%, isocratic elution mode). The first fraction tert-butyl N-[4-[[4-[4-(2,6-dibenzyloxy-3-pyridyl)-2- fluoro-phenyl]piperazin-l-yl]methyl]-l-methyl-cyclohexyl]car bamate (750 mg, 44% yield, peak 1) was isolated as a pink solid ( ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 7.75 (d, J= 8.0 Hz, 1H), 7.50 - 7.25 (m, 12H), 7.06 - 6.97 (m, 1H), 6.53 (d, J= 8.0 Hz, 1H), 6.24 - 6.07 (m, 1H), 5.39 (d, J= 19.6 Hz, 4H), 3.10 - 2.94 (m, 4H), 2.48 - 2.44 (m, 4H), 2.12 (d, J = 6.8 Hz, 4H), 1.54 - 1.43 (m, 3H), 1.37 (s, 9H), 1.17 (s, 3H), 1.14 - 1.00 (m, 4H). The second fraction tert-butyl N-[4-[[4-[4-(2,6-dibenzyloxy-3-pyridyl)-2-fluoro- phenyl]piperazin-l-yl]methyl]-l-methyl-cyclohexyl]carbamate (600 mg, 35% yield, peak 2) was isolated as yellow solid ( ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 7.75 (d, J = 8.0 Hz, 1H), 7.46 - 7.26 (m, 12H), 7.02 (t, J = 8.8 Hz, 1H), 6.53 (d, J = 8.0 Hz, 1H), 6.34 (s, 1H), 5.39 (d, J = 19.6 Hz, 4H), 3.02 (s, 4H), 2.47 - 2.40 (m, 4H), 2.16 (d, J = 7.2 Hz, 2H), 1.73 - 1.48 (m, 7H), 1.37 (s, 9H), 1.20 (s, 3H), 1.08 - 0.97 (m, 2H)). The absolute stereochemistry of the diastereomers was unknown.

Synthesis of 3-[4-[4-[(4-Amino-4-methyl-cyclohexyl)methyl]piperazin-l-yl] -3-fluoro- phenyl]piperidine-2, 6-dione (Intermediate RW)

RW

Step 1 - Tert-butyl N-[4-[[4-[4-(2,6-dioxo-3-piperidyl)-2-fluoro-phenyl]piperazi n-l-yl] methyl] -1-methyl- cyclohexyl]carbamate

[1807] To a solution of tert-butyl N-[4-[[4-[4-(2,6-dibenzyloxy-3-pyridyl)-2-fluoro-phenyl]pipe razin-l- yl]methyl] -1 -methyl- cyclohexyl] carbamate (300 mg, 431 pmol, Intermediate RV) in THF (5 mL) was added Pd/C (300 mg, 281 pmol, 10 wt%) under N2. The suspension was degassed under vacuum and purged with H2 several times. The mixture was stirred under H2 (15 psi) at 25 °C for 16 hrs. On completion, the reaction was filtered and the filtrate was concentrated in vacuo to give the title compound (200 mg, 89% yield) as yellow solid. ¹ H NMR (400 MHz, DMSO-t/ ₆ ) δ 10.81 (s, 1H), 7.05 - 6.90 (m, 3H), 3.79 (dd, J = 4.8, 11.6 Hz, 1H), 3.29 (s, 1H), 2.99 (s, 4H), 2.71 - 2.58 (m, 2H), 2.47 - 2.44 (m, 3H), 2.25 - 2.14 (m, 3H), 2,04 - 1.98 (m, 1H), 1.75 - 1.42 (m, 8H), 1.37 (s, 9H), 1.20 (s, 3H), 1.10 - 0.95 (m, 2H).

Step 2 - 3-[4-[4-[(4-Amino-4-methyl-cyclohexyl)methyl]piperazin-l-yl] -3-fluoro-phenyl]piperidine-2,6- dione [1808] A mixture of tert-butyl N-[4-[[4-[4-(2,6-dioxo-3-piperidyl)-2-fluoro-phenyl]piperazi n-l-yl] methyl]- 1-methyl-cyclohexyl] carbamate (100 mg, 193 pmol) in HCl/dioxane (4 M, 3 mL) and DCM (0.5 mL) was stirred at 40 °C for 0.5 hr. On completion, the reaction was concentrated in vacuo to give the title compound (87 mg, 99% yield, HC1) as white solid. LC-MS (ESI ⁺ ) m/z 417.1 (M+H) ⁺ .

Synthesis of 3- [4- [4- [ [(3 R,4R)-4-amino-3-fluoro-l-piperidyl] methyl] -l-piperidyl]-3-fluoro- phenyl|piperidine-2, 6-dione (Intermediate RY)

RY

Step 1 - Tert-butyl N-[(3R,4R)-l-[[l-[4-(2,6-dioxo-3-piperidyl)-2-fluoro-phenyl] -4-piperidyl]methyl]-3- fluoro-4-piperidyl] carbamate

[1809] To a solution of tert-butyl N-[(3R,4R)-3-fluoro-4-piperidyl]carbamate (137 mg, 628 pmol, CAS# 1268520-95-1) and l-[4-(2,6-dioxo-3-piperidyl)-2-fluoro-phenyl] piperidine-4-carbaldehyde (200 mg, 628 pmol, Intermediate PM) in THF (2 mL) was added HOAc (36.0 pL, 628 pmol), and the mixture was stirred at 25° C for 0.5 hr. Then, NaBH(OAc)3 (266 mg, 1.26 mmol) was added and the mixture was stirred at 25 °C for 1 hr. On completion, the mixture was quenched with water (0.5 mL) and fdtered to give the filtrate. The filtrate was purified by prep-HPLC (column: Phenomenex luna C18 150*25mm* 10um;mobile phase: [water(FA)-ACN];gradient:6%-36% B over 10 min) to give the title compound (200 mg, 61% yield) as a white solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 10.80 (s, 1H), 7.04 - 6.90 (m, 4H), 4.42 - 4.19 (m, 1H), 3.81 - 3.77 (m, 1H), 3.14 - 3.06 (m, 1H), 2.79 - 2.57 (m, 6H), 2.48 - 2.44 (m, 1H), 2.37 - 2.05 (m, 4H), 2.03 - 1.88 (m, 3H), 1.76 - 1.73 (m, 3H), 1.65 - 1.56 (m, 1H), 1.45- 1.41(m, 1H), 1.38 (s, 9H), 1.30 - 1.17 (m, 2H) LC-MS (ESL) m/z 521.0 (M+H) ⁺ .

Step 2 - 3-[4-[4-[[(3R,4R)-4-amino-3-fhioro-l-piperidyl]methyl]-l-pip eridyl]-3-fluoro-phenyl]piperidine- 2,6-dione [1810] To a solution of tert-butyl N-[(3R,4R)-l-[[l-[4-(2,6-dioxo-3-piperidyl)-2-fluoro-phenyl] -4- piperidyl] methyl]-3-fluoro-4-piperidyl]carbamate (115 mg, 221 pmol) in DCM (2 mL) was added HCl/dioxane (2 mL), then the mixture was stirred at 40 °C for 1 hr. On completion, the mixture concentrated in vacuo to give the title compound (96.0 mg, 95 % yield, HCl) as a white solid. LC-MS (ESI ⁺ ) m/z 421.1 (M+H) ⁺ .

Synthesis of 3-[4-[4-[(4-Amino-2-oxabicyclo[2.2.2]octan-l-yl)methyl]piper azin-l-yl]-3-fhioro- phenyl] piperidine-2, 6-dione (Intermediate RZ)

Step 1 - Tert-butyl N-[l-[[4-[4-(2,6-dioxo-3-piperidyl)-2-fluoro-phenyl]piperazi n-l-yl]methyl]-2- oxabicyclo[2.2.2]octan-4-yl]carbamate

[1811] To a solution of 3-(3-fluoro-4-piperazin-l-yl-phenyl)piperidine-2, 6-dione (200 mg, 493 pmol, TFA, Intermediate OP) in THF (2 mL) was added TEA (206 pL, 1.48 mmol) and HOAc (56.5 pL, 987 pmol) to adjust pf 1 6-7. Then tert-butyl N-(l-formyl-2-oxabicyclo[2.2.2]octan-4-yl)carbamate (126 mg, 493 pmol, CAS# 1417551-42-8) was added and the mixture was stirred at 25 °C for 0.5 to; Next, NaBH(OAc)3 (157 mg, 740 pmol) was added and the mixture was stirred at 25 °C for 1.5 hrs. On completion, the mixture was quenched with water (1 mL) and concentrated in vacuo to give the residue. The residue was purified by prep-HPLC (column: Phenomenex luna C18 150*25mm* lOum; mobile phase: [water (FA)-ACN]; gradient: 10%-40% B over 10 min) to give the title compound (130 mg, 49% yield) as purple solid. ^† H NMR (400 MHz, DMSO-tZ ₆ ) δ 10.82 (s, 1H), 7.10 - 6.91 (m, 3H), 6.71 - 6.46 (m, 1H), 3.88 - 3.70 (m, 3H), 3.30 - 2.87 (m, 6H), 2.74 - 2.52 (m, 4H), 2.47 (s, 1H), 2.30 - 2.10 (m, 2H), 2.06 - 1.85 (m, 5H), 1.81 - 1.78 (m, 2H), 1.63 (s, 2H), 1.36 (s, 9H). LC-MS (ESI ) m/z 531.2 (M+H) ⁺ .

Step 2 - 3-[4-[4-[(4-Amino-2-oxabicyclo[2.2.2]octan-l-yl)methyl]piper azin-l-yl]-3-fluoro-phenyl] piperidine-2, 6-dione [1812] A solution of tert-butyl N-[l-[[4-[4-(2,6-dioxo-3-piperidyl)-2-fluoro-phenyl]piperazi n-l- yl]methyl] -2-oxabicyclo[2.2.2]octan-4-yl]carbamate (100 mg, 188 pmol) in DCM (1 mL) and dioxane (2 mL) was stirred at 40 °C for 1.5 hr. On completion, the mixture was concentrated in vacuo to give the title compound (85.0 mg, 96% yield, HC1) as yellow solid. LC-MS (ESI ⁺ ) m/z 431.1 (M+H) ⁺ .

Synthesis of 3-[4-[4-[(4-Aminocyclohexyl)methyl]piperazin-l-yl]-2-fhioro- 5-methyl- phenyl] piperidine- 2,6-dione (Intermediate SA)

SA

Step 1 - l-Bromo-5-fluoro-4-iodo-2-methyl-benzene

[1813] To a solution of 2-bromo-4-fluoro-l-methyl-benzene (3.8 g, 20. 1 mmol, CAS# 1422-53-3) in TFA (25 mL) was added NIS (4.98 g, 22.1 mmol). The mixture was then stirred at 20 °C for 19 hrs. On completion, the reaction mixture was concentrated in vacuo. The crude product was triturated with solution (PE (15 mL), EA (10 mL)) and fdtered. The filtrate was diluted with EA (40 mL), washed with saturated Na2S20a solution (30 mL X 2) and water (30 mL X 5), dried over Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (6.33 g, 100% yield) as yellow oil. ¹ H NMR (400 MHz, DMSO-c4) § 7.86 (d, J= 6.8 Hz, 1H), 7.58 (d, J= 7.6 Hz, 1H), 2.29 (s, 3H).

Step 2 - 2,6-Dibenzyloxy-3-(4-bromo-2-fluoro-5-methyl-phenyl)pyridine

[1814] A mixture of l-bromo-5-fluoro-4-iodo-2-methyl-benzene (1 g, 3.18 mmol), 2,6-dibenzyloxy- 3- (4,4,5,5-tetramethyl-l,3,2-dioxaborolan-2-yl)pyridine (1.06 g, 2.54 mmol, CAS# 2152673-80-6), K ₂ CO ₃ (1.32 g, 9.53 mmol) and Pd(dppf)C12.CH ₂ C12 (259 mg, 317 pmol) in dioxane (18 mL) and H ₂ O (3.6 mL) was stirred at 80 °C for 2 hrs under N2. On completion, the reaction mixture was diluted with EA (50 mL) and filtered. The organic layer was concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , EAin PE, 5%) to give the title compound (735 mg, 48% yield) as colorless oil. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 7.66 (d, J= 8.0 Hz, 1H), 7.58 (d, J= 9.6 Hz, 1H), 7.45 - 7.31 (m, 10H), 7.30 - 28 (m, 1H), 6.56 (d, J = 8.0 Hz, 1H), 5.37 (d, J = 3.6 Hz, 4H), 2.32 (s, 3H). LC-MS (ESI ⁺ ) m/z 479.8 (M+H) ⁺ .

Step 3 - Tert-butyl 4-[4-(2,6-dibenzyloxy-3-pyridyl)-5-fluoro-2-methyl-phenyl]pi perazine-l- carboxylate

[1815] A mixture of 2,6-dibenzyloxy-3-(4-bromo-2-fluoro-5-methyl-phenyl)pyridine (660 mg, 1.38 mmol), tert-butyl piperazine- 1 -carboxylate (385 mg, 2.07 mmol, CAS# 57260-71-6), CS2CO3 (1.35 g, 4.14 mmol) and Pd-PEPPSI-IHeptCl (134 mg, 137 pmol) in dioxane (10 mL) was stirred at 100 °C under N2 for 16 hrs. On completion, the reaction was diluted with EA (80 mL) and washed with water (50 mL X 3). The organic layer was dried over Na ₂ SO ₄ , filtered and concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , PE: EA=20: 1 to 20: 1.5) to give the title compound (538 mg, 66% yield) as brown solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 7.60 (d, J= 8.0 Hz, 1H), 7.48 - 7.23 (m, 10H), 7.18 (d, 8.8 Hz, 1H), 6.88 (d, J= 12.0 Hz, 1H), 6.52 (A, J = 8.0 Hz, 1H), 5.35 (d, J = 4.0 Hz, 4H), 3.55 - 3.40 (m, 4H), 2.88 - 2.75 (m, 4H), 2.22 (s, 3H), 1.42 (s, 9H); LC-MS (ESI+) m/z 584.1 (M+H) ⁺ .

Step 4 - Tert-butyl 4- [4-(2,6-dioxo-3-piperidyl)-5-fluoro-2-methyl-phenyl]piperazi ne-l -carboxylate

[1816] To a solution of tert-butyl 4-[4-(2,6-dibenzyloxy-3-pyridyl)-5-fluoro-2-methyl-phenyl]pi perazine- Lcarboxylate (538 mg, 921 pmol) in THF (20 mL) was added Pd/C (300 mg, 10 wt%) under Ar. The suspension was degassed under vacuum and purged with H2 several times. The mixture was stirred under H2 (15 psi) at 25 °C for 4 hrs. On completion, the reaction was diluted with THF (200 mL) and filtered. The filtrate was concentrated in vacuo to give the title compound (361 mg, 96% yield) as brown solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 10.83 (s, 1H), 7.07 (d, J = 8.8 Hz, 1H), 6.83 (d, J = 12.4 Hz, 1H), 3.92 (dd, J = 5.2, 12.4 Hz, 1H), 3.52 - 3.39 (m, 4H), 2.82 - 2.75 (m, 4H), 2.75 - 2.65 (m, 1H), 2.55 - 2.52 (m, 1H), 2.20 (s, 3H), 2.18 - 2.10 (m, 1H), 1.99 - 1.92 (m, 1H), 1.42 (s, 9H); LC-MS (ESI ⁺ ) m/z 406.0 (M+H) ⁺ .

Step 5 - 3-(2-Fluoro-5-methyl-4-piperazin-l-yl-phenyl)piperidine-2, 6-dione [1817] A mixture of tert-butyl 4-[4-(2,6-dioxo-3-piperidyl)-5-fhioro-2-methyl-phenyl]pipera zine-l- carboxylate (200 mg, 493 pmol) in DCM (2.1 mL) and TFA (1.07 g, 9.42 mmol, 0.7 mL) was stirred at 25 °C for 0.5 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (206 mg, 99% yield, TFA) as brown oil. LC-MS (ESI ⁺ ) m/z 306.0 (M+H) ⁺ .

Step 6 - Tert-butyl N-[4-[[4-[4-(2,6-dioxo-3-piperidyl)-5-fluoro-2-methyl-phenyl ]piperazin-l-yl] methyl] cyclohexyl] carbamate

[1818] To a solution of 3-(2-fluoro-5-methyl-4-piperazin-l-yl-phenyl)piperidine-2, 6-dione (206 mg, 491 pmol, TFA) in THF (3 mL) and DMF (1 mL) was added TEA (99.4 mg, 982 pmol), HOAc (88.5 mg, 1.47 mmol) and tert-butyl N-(4-formylcyclohexyl)carbamate (111 mg, 491 pmol, CAS# 181308-57-6) at -10 °C. After stirring 0.25 hr, NaBH(OAc)3 (156 mg, 736 pmol) was added and the mixture was stirred at -10 °C for another 0.25 hr. On completion, the reaction mixture was quenched with water (0.2 mL) and filtered. The fdter cake was washed with ACN ( 10 mL) and water (5 mL) and concentrated in vacuo to give the title compound (115 mg, 45% yield) as brown solid. ¹ H NMR (400 MHz, DMSO-r4) δ 10.83 (s, 1H), 7.05 (d, J - 8.8 Hz, 1H), 6.80 (d, J= 12.4 Hz, 1H), 6.70 (cl, ./ - 8.0 Hz, 1H), 3.91 (dd, J= 4.8, 12.4 Hz, 1H), 3.22 - 3.08 (m, 1H), 2.82 (s, 4H), 2.77 - 2.68 (m, 1H), 2.49 - 2.39 (m, 4H), 2.17 (s, 4H), 2.13 (d, J= 7.2 Hz, 2H), 2.00 - 1.91 (m, 1H), 1.77 (d, J = 11.2 Hz, 4H), 1.37 (s, 9H), 1.19 - 1.04 (m, 3H), 0.95 - 0.78 (m, 3H); LC- MS (ESI ⁺ ) m/z 517.3 (M+H) ⁺ .

Step 7 - 3-[4-[4-[(4-aminocyclohexyl)methyl]piperazin- 1 -yl]-2-fluoro-5-methyl-phenyl]piperidine-2,6- dione

[1819] Amixture of tert-butyl N-[4-[[4-[4-(2,6-dioxo-3-piperidyl)-5-fluoro-2-methyl-phenyl ]piperazin-l- yl] methyl] cyclohexyl] carbamate (55 mg, 106 pmol) in DCM (0.9 mL) and TFA (460 mg, 4.04 mmol, 0.3 mL) was stirred at 25 °C for 0.5 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (56.4 mg, 99% yield, TFA) as brown oil. LC-MS (ESI ⁺ ) m/z 417.2 (M+H) ⁺ .

Synthesis of 3-(3-Chloro-4-piperazin-l-yl-phenyl)piperidine-2, 6-dione (Intermediate SB)

Step 1 - Tert-butyl 4-[2-chloro-4-(2,6-dioxo-3-piperidyl)phenyl]piperazine-l-car boxylate

[1820] To the solution of tert-butyl 4-[4-(2,6-dioxo-3-piperidyl)phenyl]piperazine-l-carboxylate (800 mg, 2.14 mmol, synthesized via Steps 1-2 of Intermediate RQ) in ACN (16 mL) was added NCS (257 mg, 1.93 mmol), and the mixture was stirred at 90 °C for 1 hr; On completion, the mixture was quenched with water (0.5 mL), diluted with water (30 mL), and extracted with EA (3 X 20 mL). The combined organic layer was dried over anhydrous Na ₂ SO ₄ , concentrated in vacuo to give the residue. The residue was purified by silica gel column chromatography (Si Oz, PE: EA= 1 :0 to 1 :0) to give the title compound (650 mg, 74% yield) as a purple oil. ^† HNMR (400 MHz, DMSO-r/ ₆ ) δ 10.83 (s, 1H), 7.31 (d, J= 1.6 Hz, 1H), 7.18 - 7.07 (m, 2H), 3.83 (dd, J= 4.8, 12.0 Hz, 1H), 3.48 - 3.45 (m, 4H), 2.94 - 2.86 (m, 4H), 2.70 - 2.61 (m, 1H), 2.52 - 2.51 (m, 1H), 2.23 - 2.18 (m, 1H), 2.04 - 1.99 (m, 1H), 1.42 (s, 9H). LC-MS (ESI ⁺ ) m/z 408.0 (M+H) ⁺ .

Step 3 - 3-(3-Chloro-4-piperazin-l-yl-phenyl)piperidine-2, 6-dione

[1821] To a solution of tert-butyl 4-[2-chloro-4-(2,6-dioxo-3-piperidyl)phenyl]piperazine-l -carboxylate (570 mg, 1 .40 mmol) in DCM (5 mL) was added TFA (2.8 mL), then the mixture was stirred at 25 °C for 0.5 hr. On completion, the mixture was concentrated in vacuo to give the title compound (580 mg, 98% yield, TFA) as a light yellow oil. LC-MS (ESI ⁺ ) m/z 307.9 (M+H) ⁺ .

Synthesis of 3-[4-[4-[(4-Aminocyclohexyl)methyl]piperazin-l-yl]-3-chloro- phenyl]piperidine-2,6- dione (Intermediate SC)

Step 1 - Tert-butyl N-[4-[[4-[2-chloro-4-(2,6-dioxo-3-piperidyl)phenyl]piperazin -l-yl]methyl] cyclohexyl]carbamate

[1822] To a solution of 3-(3-chloro-4-piperazin-l-yl-phenyl)piperidine-2, 6-dione (580 mg, 1.38 mmol, TFA, Intermediate SB) inTHF (5 mL) was added TEA(191 pL, 1.38 mmol) until pl l ^_ 9- I O. Then tert-butyl N-(4-formylcyclohexyl)carbamate (375 mg, 1.65 mmol, CAS# 181308-57-6) and HOAc (78 pL, 1.38 mmol,) was added until the pH=4-5, and the mixture was stirred at 0 °C for 0.5 hr. Next, NaBH(OAc)3 (437 mg, 2.06 mmol) was added and the mixture was stirred at 0 °C for 1 hr. On completion, the mixture was quenched with water (0.5 mL), diluted with water (10 mL), and extracted with EA (3 X 10 mL). Then the combined organic layers were dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (712 mg, 99% yield) as a light yellow oil. ’HNMR (400 MHz, DMSO-d ₆ ) δ 11.95 (s, 1H), 10.82 (s, 1H), 7.34 (d, J= 1.6 Hz, 1H), 7.24 - 7.15 (m, 2H), 3.86 (dd, J= 4.8, 12.0 Hz, 1H), 3.18 (d, J= 6.4 Hz, 2H), 3.14 - 3.06 (m, 3H), 2.99 - 2.98 (m, 1H), 2.71 - 2.59 (m, 1H), 2.56 (s, 2H), 2.52 - 2.50 (m, 1H), 2.28 - 2.17 (m, 1H), 2.01 - 2.00 (m, 1H), 1.98 (s, 3H), 1.82 - 1.68 (m, 6H), 1.38 - 1.36 (m, 9H), 1.10 - 0.99 (m, 2H), 0.94 - 0.83 (m, 1H). LC-MS (ESI ⁺ ) m/z 519.2 (M+H) ⁺ .

Step 2 - 3-[4-[4-[(4-Aminocyclohexyl)methyl]piperazin- 1 -yl]-3-chloro-phenyl]piperidine-2, 6-dione

[1823] To a solution of tert-butyl N-[4-[[4-[2-chloro-4-(2,6-dioxo-3-piperidyl)phenyl]piperazin -l- yl]methyl] cyclohexyl] carbamate (100 mg, 192 pmol) in DCM (2 mL) was added HCl/dioxane (4 M, 1 mL), then the mixture was stirred at 25 °C for 1 hr. On completion, the mixture was concentrated in vacuo to give the title compound (80.0 mg, 91% yield, HC1) as an off-white solid. LC-MS (ESI ⁺ ) m/z 419.1 (M+H) ⁺ .

Synthesis of 2,6-Dibenzyloxy-3-(4-bromophenyl)pyridine (Intermediate SD)

[1824] To a solution of l-bromo-4-iodo-benzene (3 g, 10.60 mmol, CAS# 589-87-7) and 2,6-dibenzyloxy- 3-(4,4,5,5-tetramethyl-l,3,2-dioxaborolan-2-yl)pyridine (4.65 g, 11.1 mmol, CAS# 2152673-80-6) in dioxane (25 mL) and H ₂ O (5 mL) was added K ₂ CO ₃ (4.40 g, 31.8 mmol) and Pd^ppQCh’CThCh (865 mg, 1.06 mmol). Then the mixture was stirred at 80 °C for 2 hrs under N2. On completion, the reaction mixture diluted with EA (200 mL), then filtered and collected the filtrate liquor. The filtrate liquor was washed with water (100 mL X 2), dried over Na ₂ SO ₄ , fdtered and concentrated in vacuo. The residue was purified by column chromatography (Silica gel, EA in PE, 3%,v/v) to give the title compound (2.4 g, 51% yield) as a white solid. ¹ H NMR (400 MHz, DMSO-A) δ 7.74 (d, J= 8.0 Hz, 1H), 7.60 - 7.54 (m, 2H), 7.53 - 7.48 (m, 2H), 7.46 - 7.41 (m, 2H), 7.40 - 7.25 (m, 8H), 6.56 (d, J= 8.0 Hz, 1H), 5.39 (d, J= 12.4 Hz, 4H)

Synthesis of Tert-butyl N-[l-[(4-fluoro-4-piperidyl)methyl]-4-methyl-4-piperidyl]car bamate

(Intermediate SE)

Step 1 - (4-Fluoro-4-piperidyl)methanol

[1825] A solution of tert-butyl 4-fluoro-4-(hydroxymethyl)piperidine-l -carboxylate (1 g, 4.29 mmol, CAS# 614730-97-1) in HCl/dioxane (10 mL) was stirred at 25 °C for 1 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (700 mg, 96% yield) as a white solid, ¹ H NMR (400 MHz, DMSO-t/ ₆ ) δ 5.57 - 4.35 (m, 1H), 3.51 - 3.38 (m, 2H), 3.20 (d, J= 12.4 Hz, 2H), 2.94 (d, ./ - 9.6 Hz, 2H), 2.02 - 1.79 (m, 4H).

Step 2 - Benzyl 4-fluoro-4-(hydroxymethyl)piperidine-l -carboxylate

[1826] To a solution of (4-fluoro-4-piperidyl)methanol (500 mg, 3.75 mmol) in DCM (6 mL) was added TEA (1.14 g, 11.2 mmol) and benzyl carbonochloridate (1.28 g, 7.51 mmol) at 0 °C, then the reaction was stirred at 25 °C for 3 hrs. On completion, the reaction was diluted with water (30 mL) and extracted with DCM (2 X 40 mL). The combined organic layers were dried over NajSO^ filtered and concentrated in vacuo to give a residue. The residue was purified by column chromatography (SiO ₂ , PE:EA=50:l to PE:EA=5: 1, PE:EA=3:1, Pl :Rf=0.3) to give the title compound (700 mg, 69% yield) as a white oil. ¹ H NMR (400 MHz, DMSO-tZ ₆ ) δ 7.42 - 7.28 (m, 5H), 5.08 (s, 2H), 4.99 (s, 1H), 3.91-3.80 (m, 2H), 3.48 - 3.35 (m, 2H), 3.07 (s, 2H), 1.79 - 1.68 (m, 2H), 1.67 - 1.48 (m, 2H).

Step 3 - Benzyl 4-fluoro-4-formyl-piperidine-l -carboxylate

[1827] To a solution of benzyl 4-fluoro-4-(hydroxymethyl)piperidine-l -carboxylate (640 mg, 2.39 mmol) in DCM (10 mL) was added DMP (1.12 g, 2.63 mmol), then the reaction was stirred at 25 °C for 1 hr. On completion, the reaction mixture was quenched by NazSzCL (5 mL) and NaHCO? (5 mL). Then the mixture was extracted with DCM (30 mL X 2). The combined organic layers were washed with water (30 mL X 2), dried over NazSO^ filtered and concentrated in vacuo to give the title compound (600 mg, 94% yield) as a yellow oil. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 9.65 (d, J= 6.4 Hz, 1H), 7.42 - 7.33 (m, 5H), 5.10 - 5.04 (m, 2H), 4.02 - 3.90 (m, 2H), 3,16 - 2.93 (m, 2H), 1.88 - 1.71 (m, 3H), 1.64 - 1.50 (m, 1H).

Step 4 - Benzyl 4-[[4-(tert-butoxycarbonylamino)-4-methyl-l-piperidyl]methyl ]-4-fluoro-piperidine-l - carboxylate

[1828] To a mixture of tert-butyl N-(4-methyl-4-piperidyl)carbamate (484 mg, 2.26 mmol, CAS# 163271 - 08-7) in DMF (4 mL) was added HOAc (271 mg, 4.52 mmol) until the pl 1=6 and the mixture was stirred at 25 °C for 10 min. Subsequently, benzyl 4-fluoro-4-formyl -piperidine- 1 -carboxylate (600 mg, 2.26 mmol) in a THF (5 mL) was added. The mixture was stirred at 25 °C for 20 min. Next, NaBH(OAc)3 (623 mg, 2.94 mmol) was added in one portion. The resulting reaction mixture was stirred at 25 °C for 30 min. On completion, the reaction mixture was quenched with water (1 mL) and concentrated in vacuo. The residue was purified by column chromatography (SiO?, PE:EA=5:1 to PE:EA=2: 1, PE:EA=1:1, PERM).6), then the residue was purified by prep-HPLC (column: Welch Ultimate XB-SiOH 250 * 50 * 10 um; mobile phase: [Hexane - EtOH]; B%:5%, isocratic elution mode) to give the title compound (400 mg, 38% yield) as a yellow solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 7.39 - 7.32 (m, 5H), 6.29 (s, 1H), 5.07 (s, 2H), 3.92 - 3.70 (m, 3H), 3.47 - 3.36 (m, 1H), 3.08 (s, 3H), 2.48 - 2.41 (m, 3H), 2.40 - 2.26 (m, 2H), 1.87 - 1.68 (m, 3H), 1.67 - 1.48 (m, 3H), 1.44 - 1.32 (m, 9H), 1.21 - 1.15 (m, 3H).

Step 5 - Tert-butyl N-[l-[(4-fluoro-4-piperidyl)methyl]-4-methyl-4-piperidyl]car bamate

[1829] To a solution of benzyl 4-[[4-(tert-butoxycarbonylamino)-4-methyl-l-piperidyl]methyl ]-4-fluoro - piperidine- 1 - carboxylate (400 mg, 862 pmol) in THF (10 mL) was added Pd/C (459 mg, 431 pmol, 10 wt%) under H2, then the reaction was stirred at 25 °C for 2 hrs under H2. On completion, the reaction mixture was filtered and concentrated in vacuo to give the title compound (284 mg, 99% yield) as a brown solid. ¹ H NMR (400 MHz, DMS(M) δ 6.27 (s, 1H), 2.74 - 2.60 (m, 4H), 2.47 - 2.41 (m, 2H), 2.39 - 2.26 (m, 3H), 2.18 (s, 1H), 2.03 - 1.87 (m, 2H), 1.69 - 1.47 (m, 4H), 1.46 (s, 1H), 1.39 - 1.34 (m, 13H).

Synthesis of 3-[4-[4-[(4-Amino-4-methyl-l-piperidyl)methyl]-4-fluoro-l- piperidyl] phenyl] piperidine-2, 6-dione (Intermediate SF)

Step 1 - Tert-butyl N-[l-[[l-[4-(2,6-dibenzyloxy-3-pyridyl)phenyl]-4-fluoro-4-pi peridyl]methyl] -4- methyl-4-piperidyl]carbamate

[1830] To a solution of tert-butyl N-[l-[(4-fluoro-4-piperidyl)methyl]-4-methyl-4-piperidyl]car bamate (150 mg, 455 pmol, Intermediate SE) and 2,6-dibenzyloxy-3-(4-bromophenyl)pyridine (203 mg, 455 pmol, Intermediate SD) in toluene (1.5 mL) was added CS2CO3 (296 mg, 910 pmol) and l,3-bis[2,6-bis(l- propylbutyl)phenyl]-4,5-dichloro-2H-imidazoll-ium-2-ide;3-ch loropyridine;dichloropalladium (44.2 mg, 45.5 pmol) . Then the reaction was stirred at 100 °C for 16 hrs under N2. On completion, the reaction mixture was concentrated in vacuo. The residue was diluted with water (30 mL) and extracted with EA (2 X 30 mL). The combined organic layer was dried over Na ₂ SO ₄ , filtered and concentrated in vacuo to give a residue. The residue was purified by column chromatography (SiC)?, PE:EA=3: 1 to PE:EA=1:1, PE:EA=1:1, Pl :Rf=0.2) to give the title compound (182 mg, 57% yield) as a yellow solid. ¹ H NMR (400 MHz, DMSO-^e) δ 7.68 (d, J= 8.0 Hz, 1H), 7.48 - 7.24 (m, 12H), 6.97 (d, J= 8.8 Hz, 2H), 6.51 (d, J= 8.0 Hz, 1H), 6.34 - 6.21 (m, 1H), 5.37 (d, J= 17.6 Hz, 4H), 3.56 - 3.45 (m, 2H), 3.00 (t, J= 10.8 Hz, 2H), 2.48 - 2.28 (m, 5H), 2.04 - 1.92 (m, 2H), 1.91 - 1.82 (m, 2H), 1.81 - 1.64 (m, 2H), 1.46 - 1.34 (m, 12H), 1.18 (s, 3H).

Step 2 - Tert-butyl N-[l-[[l-[4-(2,6-dioxo-3-piperidyl)phenyl]-4-fluoro-4-piperi dyl]methyl]-4-methyl-4- piperidyl]carbamate

[1831] To a solution of tert-butyl N-[l-[[l-[4-(2,6-dibenzyloxy-3-pyridyl)phenyl]-4-fluoro-4- piperidyl]methyl] -4-methyl-4-piperidyl]carbamate (180 mg, 259 nmol) in THF (5 mL) was added Pd/C (275 mg, 259 pmol, 10 wt%), then the reaction was stirred at 25°C for 16 hrs under H2. On completion, the reaction mixture was filtered and concentrated in vacuo to give the title compound (130 mg, 97% yield) as a yellow solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 10.83 (s, 1H), 7.11 (d, J= 8.8 Hz, 2H), 6.98 (d, J= 8.8 Hz, 2H), 6.93 (s, 1H), 3.78 (dd, J = 4.8, 10.8 Hz, 1H), 3.51 - 3.45 (m, 2H), 3.11 - 2.95 (m, 2H), 2.69 (s, 2H), 2.54 - 2.48 (m, 2H), 2.46 - 2.35 (m, 2H), 2.25 (s, 2H), 2.22 - 1.99 (m, 4H), 1.98 - 1.90 (m, 2H), 1.88 - 1.70 (m, 2H), 1.49 (s, 2H), 1.42 (s, 9H), 1.30 - 1.22 (m, 3H).

Step 3 - 3-[4-[4-[(4-Amino-4-methyl-l-piperidyl)methyl]-4-fluoro-l-pi peridyl]phenyl]piperidine-2,6- dione

[1832] A solution of tert-butyl N-[l-[[l-[4-(2,6-dioxo-3-piperidyl)phenyl]-4-fluoro-4-piperi dyl]methyl] - 4- methyl -4- piperidyl]carbamate (110 mg, 212 pmol) in HCl/dioxane (3 mL) was stirred at 25 °C for 1 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (96 mg, 99% yield) as a white solid. LC-MS (ESI ⁺ ) m/z 417.1(M+H) ⁺ .

Synthesis of 3-[3-Fluoro-4-[(3S)-3-methylpiperazin-l-yl]phenyl]piperidine -2, 6-dione (Intermediate SG)

Step 1 - Tert-butyl (2S)-4-[4-(2,6-dibenzyloxy-3-pyridyl)-2-fluoro-phenyl]-2-met hyl-piperazine-l- carboxylate

[1833] To a solution of 2,6-dibenzyloxy-3-(4-bromo-3-fluoro-phenyl)pyridine (700 mg, 1.51 mmol, synthesized via Step 1 of Intermediate PM), tert-butyl (2S)-2-methylpiperazine-l -carboxylate (452 mg, 2.26 mmol, CAS# 169447-70-5) in dioxane (10 mL) was added l,3-bis[2,6-bis(l-propylbutyl)phenyl]-4,5- dichloro-2H-imidazol-l-ium-2-ide 3 -chloropyridine; dichloropalladium (146 mg, 150 pmol), CS2CO3 (1.47 g, 4.52 mmol), and 4A molecular sieves (200 mg) and the mixture was purged with N2 for 3 times. Then the mixture was stirred at 110 °C for 12 hrs under N2 atmosphere. On completion, the residue was diluted with water (30 mL), then extracted with EA (3 X 30 mL). The combined organic layers were dried over

Na ₂ SO ₄ , filtered and concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , PE:EA=50:l to PE:EA=15:1, PE:EA=5: 1, Pl :Rf=0.6) to give the title compound (420 mg, 47% yield) as red solid. ¹ H NMR (400 MHz, DMSO-A) 8 7.75 (d, J= 8.0 Hz, 1H), 7 Al - 121 (m, 12H), 7.02 (t, J= 8.8 Hz, 1H), 6.54 (d, J= 8.0 Hz, 1H), 5.39 (d, J= 16.4 Hz, 4H), 4.20 (s, 1H), 3.81 (d, J= 13.2 Hz, 1H), 3.30 - 3.25 (m, 1H), 3.24 - 3.10 (m, 2H), 2.78 - 2.75 (m, 1H), 2.71 - 2.63 (m, 1H), 1.42 (s, 9H), 1.25 (d, J= 6.4 Hz, 3H); LC-MS (ESI ⁺ ) m/z 584.3 (M+H) ⁺ .

Step 2 - Tert-butyl (2S)-4-[4-(2,6-dioxo-3-piperidyl)-2-fluoro-phenyl]-2-methyl- piperazine-l-carboxylate [1834] To a solution of tert-butyl (2S)-4-[4-(2,6-dibenzyloxy-3-pyridyl)-2-fluoro-phenyl]-2-met hyl- piperazine-1 -carboxylate (970 mg, 1.66 mmol) in THF (10 mL) was added Pd/C (500 mg, 469 pmol, 10 wt%) under Ar. The suspension was degassed under vacuum and purged with H2 several times. The mixture was stirred under H2 (15 psi) at 25 °C for 12 hrs. On completion, the reaction mixture was filtered and concentrated in vacuo to give the title compound (660 mg, 97% yield) as gray solid. ¹ H NMR (400 MHz, DMSO-A,) 8 10.81 (s, 1H), 7.04 (d, J= 14.0 Hz, 1H), 6.96 (d, J= 4.8 Hz, 2H), 4.20 (s, 1H), 3.82 - 3.78(m, 2H), 3.24 (d, J= 11.2 Hz, 1H), 3.21 - 3.09 (m, 2H), 2.75 (d, J= 10.0 Hz, 1H), 2.70 - 2.59 (m, 2H), 2.53 - 2.51 (m, 1H), 2.24 - 2.14(m, 1H), 2.02 - 1.96(m, 1H), 1.42 (s, 9H), 1.25 (d, J= 6.8 1 Iz, 3H); LC-MS (ESL) m/z 406.0 (M+H) ⁺ .

Step 3 - 3-[3-Fluoro-4-[(3S)-3-methylpiperazin-l-yl]phenyl]piperidine -2, 6-dione

[1835] To a solution of tert-butyl (2S)-4-[4-(2,6-dioxo-3-piperidyl)-2-fluoro-phenyl]-2-methyl- piperazine-1 -carboxylate (300 mg, 739 pmol) in DCM (3 mL) was added TFA (1.54 g, 13.4 mmol, 1 mL), and the mixture was stirred at 25 °C for 0.5 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (310 mg, 99% yield, TFA) as yellow oil. LC-MS (ESI ⁺ ) m/z 306.0 (M+H) ⁺ .

Synthesis of 3-[4-[(3S)-4-[(4-aminocyclohexyl)niethyl]-3-methyl-piperazin -l-yl]-3-fluoro-phenyl] piperidine-2, 6-dione (Intermediate SH)

Step 1 - Tert-butyl N-[4-[[(2S)-4-[4-(2,6-dioxo-3-piperidyl)-2-fluoro-phenyl]-2- methyl-piperazin-l- yl]methyl]cyclohexyl]carbamate

[1836] To a solution of 3-[3-fluoro-4-[(3S)-3-methylpiperazin-l-yl]phenyl]piperidine -2, 6-dione (310 mg, 739 pmol, TFA, Intermediate SG) in DMF (3 mL) was added TEA (74.8 mg, 739 pmol, 102 pL) until the pH = 8- 10. Then tert-butyl N-(4-formylcyclohexyl)carbamate ( 184 mg, 813 pmol, CAS# 181308-57-6) and HOAc (44.3 mg, 739 pmol, 42.3 pL) was added to the mixture and the mixture was stirred at - 10 °C for 0.5 hr. Next, NaBH(OAc)3 (313 mg, 1.48 mmol) was added and the mixture was stirred at -10 °C for 1 hr. On completion, the reaction mixture was quenched with water (0.5 mL) and concentrated in vacuo. The residue was purified by prep-HPLC (column: Phenomenex luna C18 150*25mm* lOum; mobile phase: [water (FA)-ACN]; gradient: 11%-41% B over 10 min) to give the title compound (300 mg, 78% yield) as white solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 10.83 (s, 1H), 7.14 - 6.99 (m, 3H), 6.78 (d, J= 7.2 Hz, 1H), 3.84 - 3.80 (m, 1H), 3.68 (d, J = 8.8 Hz, 1H), 3.47 (d, J = 9.6 Hz, 2H), 3.25 - 3.08 (m, 4H), 2.94 (d, J = 8.4 Hz, 2H), 2.71 - 2.61 (m, 1H), 2.24 - 2.16 (m, 1H), 2.01 - 1.96 (m, 1H), 1.93 - 1.58 (m, 6H), 1.37 (s, 12H), 1.24 - 1.10 (m, 3H), 1.04 (s, 2H); LC-MS (ESI ⁺ ) m/z 517.3 (M+H) ⁺ .

Step 2 - 3-[4-[(3S)-4-[(4-aminocyclohexyl)methyl]-3-methyl-piperazin- l-yl]-3-fluoro-phenyl] piperidine - 2, 6-dione

[1837] To a solution of tert-butyl N-[4-[[(2S)-4-[4-(2,6-dioxo-3-piperidyl)-2-fluoro-phenyl]-2- methyl- piperazin-l-yl]methyl]cyclohexyl]carbamate (100 mg, 193 pmol) in DCM (1 mL) was added TFA (575 mg, 5.05 mmol, 375 pL), then the mixture was stirred at 25 °C for 0.5 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (102 mg, 99% yield, TFA) as red oil. LC-MS (ESI ⁺ ) m/z 417.2 (M+H) ⁺ .

Synthesis of 3-(3-Methyl-4-piperazin-l-yl-phenyl)piperidine-2, 6-dione (Intermediate SI)

Step 1 - 2,6-Dibenzyloxy-3-(4-bromo-3-methyl-phenyl)pyridine

[1838] To a solution of l-bromo-4-iodo-2-methyl-benzene (1.71 g, 5.75 mmol, CAS# 202865-85-8), 2,6- dibenzyloxy -3-(4, 4, 5, 5-tetramethyl-l,3,2-dioxaborolan-2-yl)pyridine (2.00 g, 4.79 mmol, CAS# 2152673-80-6) in dioxane (12 mL) and H ₂ O (1 mL) was added Pd(dppf)C12 (351 mg, 479 pmol) and K ₂ CO ₃ (1.32 g, 9.59 mmol). The mixture was then stirred at 80 °C for 12 hrs. On completion, the reaction mixture was concentrated in vacuo. The crude product was purified by reversed-phase HPLC (0. 1 % TFA condition) to give the title compound (2.00 g, 82% yield) as a white gum. ^† ll NMR (400 MHz, DMSO- g) δ 7.74 (s, 1H), 7.64 (s, 1H), 7.60 - 7.52 (m, 2H), 7.44 (s, 3H), 7.42 - 7.29 (m, 9H), 6.56 (d, J= 8.0 Hz, 1H), 5.41 (s, 2H), 2.35 (s, 3H).

Step 2 - Tert-butyl-4-[4-(2,6-dibenzyloxy-3-pyridyl)-2-methyl-phenyl] piperazine-l -carboxylate

[1839] To a solution of 2,6-dibenzyloxy-3-(4-bromo-3-methyl-phenyl)pyridine (2 g, 4.34 mmol) and tert- butyl piperazine- 1 -carboxylate (1.21 g, 6.52 mmol, CAS# 143238-38-4) in dioxane (20 mL) was added SPhos (178 mg, 434 pmol), Pd2(dba)3 (398 mg, 434 pmol) and t-BuONa (1.25 g, 13.0 mmol). The mixture was degassed and purged with N2 for 3 times. The mixture was then stirred at 100 °C for 2 hrs under N2 atmosphere. On completion, the reaction mixture was concentrated in vacuo. The residue was purified by flash silica gel chromatography (ISCO®; 12 g SepaFlash® Silica Flash Column, Eluent of 0-10% Ethylacetate/Petroleum ether gradient @ 30 mL/min) and purified by reversed-phase HPLC again (0.1% FA condition) to give the title compound (1.50 g, 55% yield) as a brown gum. ¹ H NMR (400 MHz, DMSO- d ₆ ) 5 7.69 (s, 1H), 7.49 - 7.29 (m, 12H), 7.08 - 6.98 (m, 1H), 6.53 (d, J= 8.0 Hz, 1H), 5.38 (d, J= 11.6 Hz, 4H), 3.47 ( s, 4H), 2.80 ( s, 4H), 2.27 (s, 2H), 1.99 (s, 1H), 1.43 (s, 9H).

Step 3 - Tert-butyl-4-[4-(2,6-dioxo-3-piperidyl)-2-methyl-phenyl]pipe razine-l-carboxylate

[1840] To a solution of tert-butyl 4-[4-(2,6-dibenzyloxy-3-pyridyl)-2-methyl-phenyl]piperazine- l- carboxylate (1.50 g, 2.65 mmol) in THF (20 mL) was added Pd/C (398 mg, 374 pmol, 10 wt%) under N2 atmosphere. The suspension was degassed and purged with H2 three times. The mixture was stirred under H2 (15 psi) at 25 °C for 12 hrs. On completion, the reaction mixture was filtered and the filtrated was concentrated in vacuo to give a residue. The residue was purified by flash silica gel chromatography (ISCO®; 12 g SepaFlash® Silica Flash Column, Eluent of 0-60% Ethyl acetate/Petroleum ethergradient @ 30 mL/min) to give the title compound (1.00 g, 88% yield) as a white solid. ¹ H NMR (400 MHz, DMSO- <#>) δ 10.80 (s, 1H), 7.02 (s, 1H), 6.98 (s, 2H), 3.75 (dd, J = 4.8, 11.2 Hz, 1H), 3.46 (s, 4H), 2.77 (s, 4H), 2.70 - 2.59 (m, 1H), 2.45 (s, 1H), 2.25 (s, 3H), 2.20 - 2.09 (m, 1H), 2.00 (s, 1H), 1.43 (s, 9H).

Step 4 - 3-(3-Methyl-4-piperazin-l-yl-phenyl)piperidine-2, 6-dione

[1841] To a solution of tert-butyl 4-[4-(2,6-dioxo-3-piperidyl)-2-methyl-phenyl]piperazine-l -carboxylate (200 mg, 516 pmol) in DCM (4 mL) was added TFA (3.07 g, 2 mL). The mixture was then stirred at 25 °C for 0.5 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (145 mg, 70% yield, TFA salt) as a yellow oil. LC-MS (ESI ⁺ ) m/z 288.1 (M+H).

Synthesis of 3-[4-[4-[(4-Aminocyclohexyl)methyl]piperazin-l-yl]-3-methyl- phenyl]piperidine-2,6- dione (Intermediate SJ)

SJ

Step 1 - Tert-butyl-N-[4-[[4-[4-(2,6-dioxo-3-piperidyl)-2-methyl-phen yl]piperazin-l- yl]methyl]cyclohexyl]carbamate

[1842] To a solution of 3-(3-methyl-4-piperazin-l-yl-phenyl)piperidine-2, 6-dione (145 mg, 505 nmol, Intermediate SI) , tert-butyl N-(4-formylcyclohexyl)carbamate (138 mg, 606 pmol, CAS# 181308-57-6) in THF (2 mL) and DMF (1 mL) was added KOAc (149 mg, 1.51 mmol) and NaBH(OAc)a (214 mg, 1.01 mmol). The mixture was then stirred at -10 °C for 1 hr. On completion, the reaction mixture was concentrated in vacuo. The crude product was purified by reversed-phase HPLC (0.1% FA condition) to give the title compound (200 mg, 72% yield) as a white solid. 1H NMR (400 MHz, DMSO-i/(>) δ 10.80 (s, 1H), 7.13 - 6.90 (m, 3H), 6.74 (d, J= 7.6 Hz, 1H), 3.75 (dd, J= 4.8, 11.2 Hz, 1H), 3.34 (s, 3H), 3.22 - 3.12 (m, 1H), 2.93 (s, 4H), 2.86 - 2.72 (m, 2H), 2.72 - 2.58 (m, 2H), 2.46 (d, 4.4 Hz, 2H), 2.33 (s, 1H), 2.22

- 2.07 (m, 2H), 2.02 (d, J= 4.8 Hz, 1H), 1.79 (d, J= 11.2 Hz, 4H), 1.53 (s, 1H), 1.38 (s, 9H), 1.15 (d, J = 12.0 Hz, 2H), 0.94 (d, J= 11.2 Hz, 2H).

Step 2 - 3-[4-[4-[(4-Aminocyclohexyl)methyl]piperazin- 1 -yl]-3-methyl-phenyl]piperidine -2, 6-dione [1843] To a solution of tert-butyl N-[4-[[4-[4-(2, 6-dioxo-3-piperidyl) -2-methyl-phenyl] piperazin -1-yl] methyl]cyclohexyl]carbamate (150 mg, 301 pmol) in DCM (1 mL) was added HCl/dioxane (1 mL). Then the mixture was stirred at 25 °C for 1 to; On completion, the reaction mixture was concentrated in vacuo to give the title compound (120 mg, 92% yield, HC1 salt) as a white solid. LC-MS (ESH) m/z 399.2 (M+H).

Synthesis of 3-(3-Fluoro-2-methyl-4-piperazin-l-yl-phenyl)piperidine-2, 6-dione (Intermediate SK)

Step 1 - 2,6-Dibenzyloxy-3-(4,4,5,5-tetramethyl-l,3,2-dioxaborolan-2- yl)pyridine

[1844] To a solution of 2,6-dibenzyloxy-3-bromo-pyridine (5 g, 13.5 mmol, CAS# 16727-47-2) and 4,4,5,5-tetramethyl-2-(4,4,5,5-tetramethyl-l,3,2-dioxaborola n-2-yl)-l,3,2-dioxaborolane (10.2 g, 40.5 mmol, CAS# 73183-34-3) in DMSO (50 mL) was added KO Ac (3.98 g, 40.5 mmol) and Pd(dppf)C12'CH ₂ C12 (1.10 g, 1.35 mmol). The reaction mixture was then stirred at 100 °C for 16 hrs under N2. On completion, the mixture was diluted with EA (200 mL) and washed with water (100 mL X 3). The organic layer was dried over Na ₂ SO ₄ , filtered and concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , PE:EA=l:0 to 10: 1) to give the title compound (4 g, 70% yield) as green oil. LC-MS (ESI ⁺ ) m/z 418.1 (M+H) ⁺ .

Step 2 - 2,6-Dibenzyloxy-3-(4-bromo-3-fluoro-2-methyl-phenyl)pyridine

[1845] To a solution of l-bromo-2-fluoro-4-iodo-3-methyl-benzene (1.9 g, 6.03 mmol, CAS# 1000576- 29-3) and 2,6-dibenzyloxy-3-(4,4,5,5-tetramethyl-l,3,2-dioxaborolan-2- yl)pyridine (2.01 g, 4.83 mmol) in dioxane (20 mL) and H ₂ O (4 mL) was added Pd(dppf)C12-CH ₂ C12 (492 mg, 603 pmol) and K ₂ CO ₃ (2.50 g, 18.1 mmol). The reaction mixture was then stirred at 80 °C for 2 hrs under N2. On completion, the mixture was diluted with EA (80 mL) and washed with water (40 mLX 2). The organic layer was dried over Na ₂ SO ₄ , filtered and concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , PE:EA=1 :0 to 20: 1) to give the title compound (1.85 g, 64% yield) as yellow oil. ¹ H NMR (400 MEIz, DMSO-dg) δ 7.60 - 7.50 (m, 2H), 1A1 - 7.28 (m, 10H), 6.98 (d, J= 8.0 Hz, 1H), 6.55 (d, J= 8.0 Hz, 1H), 5.37 (d, J = 6.0 Hz, 4H), 2.00 (d, J= 2.8 Hz, 3H).

Step 3 - Tert-butyl 4-[4-(2,6-dibenzyloxy-3-pyridyl)-2-fluoro-3-methyl-phenyl]pi perazine-l- carboxylate

[1846] To a solution of 2,6-dibenzyloxy-3-(4-bromo-3-fluoro-2-methyl-phenyl)pyridine (1.73 g, 3.62 mmol) and tert-butyl piperazine- 1 -carboxylate (1.01 g, 5.42 mmol, CAS# 57260-71-6) in dioxane (20 mL) was added t-BuONa (1.04 g, 10.8 mmol), Pd2(dba)a (331 mg, 361 pmol) and XPhos (172 mg, 361 pmol). The reaction was then stirred at 110 °C for 3 hrs under N2. On completion, the mixture was diluted with EA (80 mL) and washed with water (40 mL X 2). The organic layer was dried over Na ₂ SO ₄ , filtered and concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , PE:EA=1 :0 to 10: 1) to give the title compound (1 g, 47% yield) as yellow oil. ¹ H NMR (400 MHz, DMSO-dg) δ 7.47 - 7.29 (m, 11H), 6.90 (s, 2H), 6.52 (d,J= 8.0 Hz, 1H), 5.35 (s, 4H), 3.47 (s, 4H), 3.01 - 2.91 (m, 4H), 1.94 (d, J= 2.8 Hz, 3H), 1.42 (s, 9H).

Step 4 - Tert-butyl 4- [4-(2,6-dioxo-3-piperidyl)-2-fluoro-3-methyl-phenyl]piperazi ne-l -carboxylate

[1847] To a solution of tert-butyl 4-[4-(2,6-dibenzyloxy-3-pyridyl)-2-fluoro-3-methyl-phenyl]pi perazine - 1 -carboxylate (900 mg, 1.54 mmol) in THF (20 mL) was added Pd/C (500 mg, 469 pmol, 10 wt%) under N2. The suspension was degassed under vacuum and purged with H2 several times. The mixture was then stirred under H2 (15 psi) at 25 °C for 24 hrs. On completion, the mixture was filtered and the filtrate was concentrated in vacuo to give the title compound (400 mg, 63% yield) as purple solid. LC-MS (ESI ⁺ ) m/z 406.1 (M+H) ⁺ .

Step 5 - 3-(3-Fluoro-2-methyl-4-piperazin-l-yl-phenyl)piperidine-2, 6-dione

[1848] To a solution of tert-butyl4-[4-(2,6-dioxo-3-piperidyl)-2-fluoro-3-methyl-phe nyl] piperazine- 1 - carboxylate (180 mg, 443 pmol) in DCM (3 mL) was added TFA (1.54 g, 13.4 mmol, 1 mL). The reaction mixture was then stirred at 25 °C for 0.5 hr. On completion, the mixture was concentrated in vacuo to give the title compound (186 mg, 99% yield, TFA) as brown oil. LC-MS (ESI ⁺ ) m/z 306.0 (M+H) ⁺ .

Synthesis of 3-[4-[4-[(4-Aminocyclohexyl)methyl]piperazin-l-yl]-3-fhioro- 2-niethyl- phenyl] piperidine- 2,6-dione (Intermediate SL)

Step 1 - Tert-butyl N-[4-[[4-[4-(2,6-dioxo-3-piperidyl)-2-fluoro-3-methyl-phenyl ]piperazin-l- yl]methyl]cyclohexyl]carbamate

[1849] To a solution of 3-(3-fluoro-2-methyl-4-piperazin-l-yl-phenyl)piperidine-2, 6-dione (186 mg, 443pmol, TFA, Intermediate SK) in THF (3 mL) was added TEA (44.8 mg, 443 pmol, 61.7 pL) until the pH=8 and the mixture was stirred for 5 mins. Then, HOAc (53.2 mg, 887 Limo I, 50.7 pL) was added until the mixture pl 1 6. Next, tert-butyl N-(4-formylcyclohexyl)carbamate (100 mg, 443 pmol, CAS# 181308- 57-6) was added and the mixture was stirred at -10 °C for 0.5 hr. Finally, NaBH(OAc)3 (141 mg, 665 pmol) was added and the mixture was stirred at -10 °C for 0.5 hr. On completion, the mixture was quenched with H ₂ O (0.2 mL) and concentrated in vacuo. The residue was purified by prep-HPLC (column: Phenomenex luna C18 150 * 25 mm * 10 um; mobile phase: [water (FA) - ACN]; gradient: 17% - 37% B over 10 min) to give the title compound (180 mg, 78% yield) as yellow solid. ^† H NMR (400 MHz, DMSO-r/s) δ 10.83 (s, 1H), 7.02 - 6.62 (m, 3H), 4.02 (dd, J= 3.6, 10.8 Hz, 1H), 3.58 (dd, J= 3.2, 5.6 Hz, 1H), 3.49 - 3.41 (m, 1H), 3.26 - 2.83 (m, 7H), 2.77 - 2.69 (m, 1H), 2.41 (d, J= 7.6 Hz, 1H), 2.24 - 2.16 (m, 1H), 2.13 (s, 3H), 2.07 (s, 2H), 1.99 - 1.90 (m, 1H), 1.78 (d, J = 10.0 Hz, 5H), 1.37 (s, 9H), 1.24 - 0.88 (m, 4H).

Step 2 - 3-[4-[4-[(4-Aminocyclohexyl)methyl]piperazin-l-yl]-3-fluoro- 2-methyl-phenyl]piperidine- 2,6- dione

[1850] To a solution of tert-butyl N-[4-[[4-[4-(2,6-dioxo-3-piperidyl)-2-fluoro-3-methyl-phenyl ] piperazin-l-yl]methyl]cyclohexyl]carbamate (90 mg, 174 pmol) in DCM (1.5 mL) was added TFA (767 mg, 6.73 mmol, 0.5 mL). The reaction mixture was then stirred at 25 °C for 1.5 hrs. On completion, the mixture was concentrated in vacuo to give the title compound (92 mg, 99% yield, TFA) as colorless oil. LC-MS (ESL) m/z 417.1 (M+H) ⁺ .

Synthesis of 3-[5-[4-[(4-Aminocyclohexyl)methyl]piperazin-l-yl]-4-fluoro- 3-methyl-2-oxo- benzimidazol -l-yl]piperidine-2, 6-dione (Intermediate SM)

SM

Step 1 - Tert-butyl N-[4-[[4-[l-(2,6-dioxo-3-piperidyl)-4-fluoro-3-methyl-2-oxo- benzimidazol-5-yl] piperazin- 1 -yl]methyl] cyclohexyl] carbamate

[1851] To a solution of 3-(4-fluoro-3-methyl-2-oxo-5-piperazin-l-yl-benzimidazol-l-y l)piperidine-2,6- dione (130 mg, 359 pmol, Intermediate NV) in DMF (0.5 mL) and THF (0.5 mL) was added NaBH(OAc)3 (114 mg, 539 pmol), tert-butyl N-(4-formylcyclohexyl)carbamate (81.7 mg, 359 pmol, CAS# 181308-57- 6) and KOAc (353 mg, 3.60 mmol). The mixture was then stirred at 25 °C for 1 hr. On completion, the reaction mixture was diluted with water (100 mL) and extracted with ethyl acetate (100 mL X 3). The combined organic layers were washed by brine ( 100 mL X 3), dried over anhydrous sodium sulfate, filtered and concentrated under reduced pressure. The crude product was purified by reversed-phase HPLC (0.1% FA condition) to give title compound (100 mg, 47% yield) as a white solid. ¹ H NMR (400 MHz, DMSO- d ₆ ) 5 11.10 (s, 1H), 6.87 (d, J = 8.0 Hz, 1H), 6.80 - 6.64 (m, 2H), 5.40 - 5.27 (m, 1H), 3.47 (s, 3H), 3.40 - 3.39 (m, 1H), 3.21 - 3.12 (m, 2H), 3.10 - 2.94 (m, 4H), 2.94 - 2.82 (m, 2H), 2.71 - 2.58 (m, 4H), 2.04 - 1.96 (m, 1H), 1.84 - 1.71 (m, 4H), 1.66 - 1.40 (m, 2H), 1.37 (s, 10H), 1.20 - 1.08 (m, 2H), 1.01 - 0.82 (m, 2H).

Step 2 - 3-[5-[4-[(4-Aminocyclohexyl)methyl]piperazin-l-yl]-4-fluoro- 3-methyl-2-oxo-benzimidazol -1- yl]piperidine-2, 6-dione

[1852] To a solution of tert-butyl N-[4-[[4-[l-(2,6-dioxo-3-piperidyl)-4-fluoro-3-methyl-2-oxo- benzimidazol-5-yl]piperazin-l-yl]methyl]cyclohexyl]carbamate (50.0 mg, 87.3 pmol) in DCM (1 mL) was added HCl/dioxane (4 M, 0.5 mL). The mixture was then stirred at 25 °C for 1 hr. On completion, the reaction mixture was concentrated under reduced pressure to give title compound (40 mg, 96% yield) as yellow oil. LC-MS (ESI ⁺ ) m/z 473.2 (M+H) ⁺ .

Synthesis of 3-[4-[4-[(4-Amino-4-methyl-cyclohexyl)methyl]piperazin-l-yl] -3-fluoro- phenyl] piperidine-2, 6-dione (Intermediate SN)

Step 1 - Tert-butyl N-[4-[[4-[4-(2,6-dioxo-3-piperidyl)-2-fluoro-phenyl]piperazi n-l-yl]methyl]-l- methyl- cyclohexyl]carbamate

[1853] To a solution of tert-butyl N-[4-[[4-[4-(2,6-dibenzyloxy-3-pyridyl)-2-fluoro-phenyl]pipe razin-l- yl] methyl]- 1-methyl-cyclohexyl] carbamate (600 mg, 863 pmol, Intermediate RU) in THF (20 mL) was added Pd/C (600 mg, 563 pmol, 10 wt%) under Ar. The suspension was degassed under vacuum and purged with H2 several times. The mixture was then stirred under H2 (15 psi) at 25 °C for 16 hrs. On completion, the reaction mixture was filtered and the filtrated was concentrated in vacuo to give the title compound (440 mg, 98% yield) as gray solid. ¹ H NMR (400 MHz, DMSO-O 5 10.80 (s, 1H), 7.05 - 6.92 (m, 3H), 6.17 - 6.07 (m, 1H), 3.84 - 3.75 (m, <7= 4.8, 11.6 Hz, 1H), 3.29 (s, 1H), 2.98 (s, 4H), 2.68 - 2.60 (m, 1H), 2.46 (s, 4H), 2.24 - 2.16 (m, 1H), 2.12 (d, J = 6.8 Hz, 4H), 2.04 - 1.95 (m, 1H), 1.49 (d, J = 11.6 Hz, 2H), 1.43 (s, 1H), 1.37 (s, 9H), 1.17 (s, 3H), 1.12 - 0.98 (m, 4H); LC-MS (ESH) m/z 517.3 (M+H) ⁺ .

Step 2 - 3-[4-[4-[(4-amino-4-methyl-cyclohexyl)methyl]piperazin-l-yl] -3-fluoro-phenyl]piperidine -2,6- dione

[1854] To a solution of tert-butyl N-[4-[[4-[4-(2,6-dioxo-3-piperidyl)-2-fluoro-phenyl]piperazi n-l- yl]methyl] -l-methyl-cyclohexyl]carbamate (100 mg, 193 pmol) inDCM (0.5 mL) was added HCI/dioxanc (4 M, 2 mL). The reaction was then stirred at 40 °C for 0.5 hr. On completion, the reaction was concentrated in vacuo to give the title compound (87 mg, 99% yield, HC1) as white solid. LC-MS (ESI ⁺ ) m/z 417.0 (M+H) ⁺ .

Synthesis of Tert-butyl N-[4-fluoro-4-(piperazin-l-ylmethyl)cyclohexyl]carbamate (Intermediate SO)

[1855] To a solution of benzyl 4-[[4-(tert-butoxycarbonylamino)-l-fluoro-cyclohexyl]methyl] piperazine- 1-carboxylate (210 mg, 467 pmol, Intermediate TC) in THF (20 mL) was added Pd/C (210 mg, 197 pmol, 10 wt%) under N ₂ . The suspension was degassed under vacuum and purged with H ₂ (941 pg, 467 pmol) several times. The mixture was stirred under H ₂ (941 pg, 467 pmol) ( 15 psi) at 20 °C for 1 h. On completion, the reaction was filtered and the filtrate was concentrated in vacuo to give the title compound (140 mg, 95% yield) as yellow solid. ^† H NMR (400 MHz, CDCl ₃ ) δ 4.36 (s, 1H), 3.71 - 3.64 (m, 1H), 3.43 - 3.29 (m, 1H), 2.85 - 2.76 (m, 4H), 2.47 - 2.39 (m, 4H), 2.20 (s, 2H), 1.95 (dd, J= 8.4, 10.8 Hz, 2H), 1.79-1.75 (m, 4H), 1.37 (s, 9H), 1.36 (s, 2H).

Synthesis of 3-[4-[4-[(4-Ainino-l-fhioro-cyclohexyl)methyl]piperazin-l-yl ]-3-fhioro- phenyl] piperidine-2, 6-dione (Intermediate SP)

Step 1 - Tert-butyl N-[4-[[4-[4-(2,6-dibenzyloxy-3-pyridyl)-2-fluoro-phenyl]pipe razin-l-yl]methyl]-4- fluoro-cyclohexyl]carbamate [1856] To a solution tert-butyl N-[4-fhioro-4-(piperazin-l-ylmethyl)cyclohexyl] carbamate (120 mg, 380 pmol, Intermediate SO) in 2,6-dibenzyloxy-3-(4-bromo-3-fluoro-phenyl)pyridine (160 mg, 345 pmol, synthesized via Step 1 of Intermediate PM) in dioxane (1.5 mL) was added CS2CO3 (338 mg, 1.04 mmol) and l,3-bis[2,6-bis(l-propylbutyl)phenyl]-4,5-dichloro-2H-imidaz ol-l-ium-2-ide 3 -chloropyridine dichloropalladium (33.6 mg, 34.5 pmol). Then the mixture was stirred at 100 °C for 2 hrs under N2. On completion, the reaction was filtered and the filtrate was concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , PE: EA=20: 1 to 2:1 PE: EA=2:1, Rf=0.3) to give the title compound (160 mg, 66 % yield) as yellow solid. ¹ H NMR (400 MHz, DMSO-t/ ₆ ) δ 7.85 - 7.77 (m, 1H), 7.50 - 7.36 (m, 12H), 7.08 (t, J = 8.8 Hz, 1H), 6.85 (d, J = 8.0 Hz, 1H), 6.59 (d, J = 8.0 Hz, 1H), 5.47 (s, 2H), 5.42 (s, 2H), 3.34 - 3.24 (m, 1H), 3.08 (s, 4H), 2.68 (s, 4H), 2.05 - 1.94 (m, 2H), 1.68 (d, J = 1.6 Hz, 2H), 1.57 - 1.53 (m, 1H), 1.49 - 1.45 (m, 2H), 1.44 (s, 9H), 0.94 - 0.74 (m, 3H).

Step 2 - Tert-butyl N-[4-[[4-[4-(2,6-dioxo-3-piperidyl)-2-fluoro-phenyl]piperazi n-l-yl]methyl]-4-fluoro- cyclohexyl]carbamate

[1857] To a solution of tert-butyl N-[4-[[4-[4-(2,6-dibenzyloxy-3-pyridyl)-2-fluoro-phenyl]pipe razin-l- yl]methyl]-4-fluoro-cyclohexyl]carbamate (150 mg, 214 pmol) in THF (15 mL) was added Pd/C (1.50 g, 1.41 mmol, 10 wt%) under N2. The suspension was degassed under vacuum and purged with H2 (432 pg, 214pmol) several times. The mixture was then stirred under H2 (432 pg, 214 pmol) (15 psi) at 25 °C for 1 h. On completion, the reaction was filtered and the filtrate was concentrated in vacuo to give the title compound (110 mg, 98% yield) as yellow solid. LC-MS (ESI ⁺ ) m/z 521.2 (M+H) ⁺ .

Step 3 - 3-[4-[4-[(4-Amino-l-fluoro-cyclohexyl)methyl]piperazin-l-yl] -3-fluoro-phenyl]piperidine-2,6- dione

[1858] A solution of tert-butyl N-[4-[[4-[4-(2,6-dioxo-3-piperidyl)-2-fluoro-phenyl]piperazi n-l- yl]methyl] -4-fluoro-cyclohexyl]carbamate (110 mg, 211 pmol) in DCM (0.9 mL) and TFA (0.3 mL) was stirred at 25 °C for 0.2 hr. On completion, the reaction was concentrated in vacuo to give the title compound (110 mg, 97% yield, TFA) as yellow oil. LC-MS (ESI ⁺ ) m/z 421.2 (M+H) ⁺ .

Synthesis of l-[3-Chloro-4-[(2,6-dioxo-3-piperidyl)amino]phenyl]piperidin e-4-carbaldehyde (Intermediate SQ)

Step 1 - l-(3-Chloro-4-nitro-phenyl)-4-(dimethoxymethyl)piperidine

[1859] To a solution of 2-chloro-4-fluoro-l -nitro-benzene (4.10 g, 23.3 mmol, CAS# 2106-50-5) and 4- (dimethoxymethyl)piperidine (4.09 g, 25.6 mmol, CAS# 188646-83-5) in DMF (60 mL) was added K ₂ CO ₃ (6.46 g, 46.7 mmol), then the mixture was stirred at 80 °C for 2 hrs. On completion, the mixture was filtered, diluted with water (60 mL) and extracted with EA (50 mL X 3). The combined organic layer was dried over anhydrous Na ₂ SO4, filtered and concentrated in vacuo to give the residue. The residue was purified by column chromatography (SiO ₂ , PE: EA= 5: 1 to 3: 1) give the title compound (7.20 g, 97% yield) as yellow oil. ¹ H NMR (400 MHz, DMSO-c/ ₆ ) § 8.00 (d, J= 9.6 Hz, 1H), 7.06 (d, .7 - 2.8 Hz, 1H), 6.96 (dd, 7 = 2.4, 9.6 Hz, 1H), 4.04 - 4.01 (m, 1H), 3.26 (s, 6H), 3.00 - 2.90 (m, 3H), 1.93 - 1.84 (m, 1H), 1.74 - 1.63 (m, 2H), 1.31 - 1.19 (m, 2H). LC-MS (ES1 ⁺ ) m/z 314.9 (M+H) ⁺ .

Step 2 - 2-Chloro-4-[4-(dimethoxymethyl)-l -piperidyl] aniline

[1860] To a solution of l-(3-chloro-4-nitro-phenyl)-4-(dimethoxymethyl)piperidine (1.00 g, 3.18 mmol) in THF (20 mL) was added Pt/V/C (450 mg, 1.72 mmol) under N ₂ atmosphere. The suspension was degassed and purged with H2 3 times. The mixture was then stirred under H2 (15 Psi) at 25°C for 12 hrs. On completion, the mixture was filtered and concentrated in vacuo to give the title compound (750 mg, 82% yield) as black brown oil. ¹ H NMR (400 MHz, DMSO-c/e) δ 6.76 (s, 1H), 6.73 - 6.68 (m, 2H), 4.76 (s, 2H), 4.07 (d, J= 6.8 Hz, 1H), 3.38 (d, J = 11.6 Hz, 2H), 3.26 (s, 6H), 2.43 (t, J= 11.2 Hz, 2H), 1.69 - 1.66 (m, 2H), 1.64 - 1.56 (m, 1H), 1.34 - 1.26 (m, 2H). LC-MS (ES1 ⁺ ) m/z 284.8 (M+H) ⁺ .

Step 3 - 3-[2-Chloro-4-[4-(dimethoxymethyl)-l-piperidyl]anilino]piper idine -2, 6-dione

[1861] To a solution of 2-chloro-4-[4-(dimethoxymethyl)-l-piperidyl]aniline (700 mg, 2.46 mmol) and 3- bromopiperidine-2, 6-dione (707 mg, 3.69 mmol, CAS# 62595-74-8) in DMF (10 mL) was added NaHCCE (619 mg, 7.37 mmol), then the mixture was stirred at 70 °C for 12 hrs. On completion, the mixture was filtered, diluted with water (20 mL) and extracted with EA (20 mL). The combined organic layer was dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the residue. The residue was purified by column chromatography (SiO ₂ , PE: EA = 3:1 to 1:5) to give the title compound (500 mg, 51% yield) as black green oil. ¹ H NMR (400 MHz, DMSO-J ₆ ) § 10.89 (s, 1H), 7.95 (s, 1H), 6.90 (d, ./~ 2.8 Hz, 1H), 6.82

- 6.72 (m, 2H), 5.08 (d, J= 6.8 Hz, 1H), 4.37 - 4.28 (m, 1H), 4.08 (m, 1H), 3.45 (d, J= 10.4 Hz, 2H), 3.31 (d, J= 4.4 Hz, 1H), 3.28 - 3.24 (m, 6H), 2.85 - 2.77 (m, 1H), 2.60 - 2.51 (m, 2H), 2.18 - 2.08 (m, 1H), 2.03

- 1.88 (m, 1H), 1.73 - 1.59 (m, 3H), 1.38 - 1.25 (m, 2H). LC-MS (ESI ⁺ ) m/z 396.0 (M+H) ⁺ .

Step 4 - l-[3-Chloro-4-[(2,6-dioxo-3-piperidyl)amino]phenyl]piperidin e-4-carbaldehyde

[1862] A solution of 3-[2-chloro-4-[4-(dimethoxymethyl)-l-piperidyl]anilino]piper idine-2, 6-dione (500 mg, 1.26 mmol) in HCOOH (60.6 mg, 1.26 mmol) was stirred at 80 °C for 0.5 hr. On completion, the mixture was concentrated in vacuo to give the title compound (430 mg, 97% yield) as black green oil. LC- MS (ESI ⁺ ) m/z 367.9 (M+18+H) ⁴ .

Synthesis of 3-[4-[4-[[4-(3-Aminocyclobutyl)piperaziii-l-yl]methyl]-l-pip eridyl]-2-chloro-anilino] piperidine-2, 6-dione (Intermediate SR) Step 1 - Tert-butyl N-[3-[4-[[l-[3-chloro-4-[(2,6-dioxo-3-piperidyl)amino]phenyl ]-4-piperidyl] methyl]piperazin-l-yl]cyclobutyl]carbamate

[1863] To a solution of tert-butyl N-(3-piperazin-l-ylcyclobutyl)carbamate (80.3 mg, 314 nmol. Intermediate QV) in THF (0.5 mL) and DMF (0.5 mL) was added TEA (28.9 mg, 285 pmol) until the pH = 8, then l-[3-chloro-4-[(2,6-dioxo-3-piperidyl)amino]phenyl]piperidin e-4-carbaldehyde (100 mg, 285 pmol, Intermediate SQ) was added, and HO Ac (17.1mg, 285 pmol) was added until the pH = 6. Then the mixture was stirred at 0 °C for 10 mins. Next, NaBH(OAc)3 (90.8 mg, 428 pmol) was added and the mixture was stirred at 0 °C for 0.5 hr under N2 atmosphere. On completion, the mixture was quenched with water (1 mL) at 0 °C, filtered, and the filtrate was concentrated in vacuo to give the residue. The residue was purified by prep-HPLC (column: Welch Ultimate C18 150*25mm*5um; mobile phase: [water (FA)-ACN]; gradient: 0%-30% B over 10 min) to give the title compound (80.0 mg, 47% yield) as white solid. ¹ H NMR (400 MHz, DMSO-t/6) δ 10.89 (s, 1H), 8.18 (s, 1H), 7.17 (d, J= 6.8 Hz, 1H), 6.89 (d, ./~ 2.4 Hz, 1H), 6.82 - 6.77 (m, 1H), 6.76 - 6.72 (m, 1H), 5.07 (d, J= 6.4 Hz, 1H), 4.36 - 4.26 (m, 1H), 3.86 - 3.85 (m, 1H), 3.42 (d, J = 11.6 Hz, 2H), 2.85 - 2.72 (m, 2H), 2.57 - 2.56 (m, 1H), 2.52 (s, 2H), 2.47 (s, 2H), 2.44 - 2.24 (m, 6H), 2.18 - 2.16(m, 2H), 2.14 - 2.06 (m, 3H), 2,02 - 1.88 (m, 3H), 1.75 - 1.72 (m, 2H), 1.62 - 1.51 (m, 1H), 1.37 (s, 9H), 1.25 - 1.12 (m, 2H). LC-MS (ESI ⁺ ) m/z 589.3 (M+H) ⁺ .

Step 2 - 3-[4-[4-[[4-(3-Aminocyclobutyl)piperazin-l-yl]methyl]-l-pipe ridyl]-2-chloro-anilino] piperidine - 2, 6-dione

[1864] To a solution of tert-butyl N-[3-[4-[[l-[3-chloro-4-[(2,6-dioxo-3-piperidyl)amino]phenyl ]-4- piperidyl] methyl]piperazin-l-yl]cyclobutyl]carbamate (70.0 mg, 118 pmol) in DCM (1 mL) was added TFA (13.5 mg, 118 pmol, 8.83 pL), then the mixture was stirred at 25 °C for 0.5 hr. On completion, the mixture was concentrated in vacuo to give the title compound (60.0 mg, 83% yield, TFA) as black brown oil. LC-MS (ESL) m/z 489.2 (M+H) ⁺ .

Synthesis of 3-[4-[4-[(4-Aminocyclohexyl)methyl]piperazin-l-yl]-5-fhioro- 2-methoxy- anilino | piperidine-2, 6-dione (Intermediate SS)

Step 1 - l,2-Difluoro-4-methoxy-5-nitro-benzene

[1865] To a solution of 4,5-difluoro-2-nitro-phenol (3 g, 17. 13 mmol, CAS# 55346-97-9) in DMF (20 mL) was added K ₂ CO ₃ (7.10 g, 51.4 mmol) and Mel (3.65 g, 25.7 mmol, 1.60 mL). The reaction was stirred at 25 °C or 4 hrs. On completion, the reaction was diluted with EA (50 mL). The organic layer was washed with water (50 mL X 3), dried over Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (2.92 g, 90% yield) as yellow solid. ¹ H NMR (400 MHz, DMSO-c/e) δ 8.23 (dd, J= 8.4, 10.0 Hz, 1H), 7.63 (dd, J= 6.8, 12.4 Hz, 1H), 3.93 (s, 3H).

Step 2 - Tert-butyl N-[4-[[4-(2-fluoro-5-methoxy-4-nitro-phenyl)piperazin-l-yl]m ethyl]cyclohexyl] carbamate

[1866] To a solution of tert-butyl N-[4-(piperazin-l-ylmethyl)cyclohexyl]carbamate (1.56 g, 5.23 mmol, Intermediate SZ) and l,2-difluoro-4-methoxy-5-nitro-benzene (900 mg, 4.76 mmol) in DME (25 mL) was added K ₂ CO ₃ (1.97 g, 14.2 mmol). The reaction was then stirred at 25 °C for 16 hrs. On completion, the reaction was diluted with EA (80 mL). The organic layer was washed with water (50 mL X 3), dried over

Na ₂ SO ₄ and concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , DCM/EA=1/O to 1/1) to give the title compound ((1.71 g, 77% yield) as yellow oil. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 7.84 (d,J = 13.2 Hz, 1H), 6.71 (d, J= 7.6 Hz, 1H), 6.66 (d, J= 7.6 Hz, 1H), 3.93 (s, 3H), 3.31 (s, 5H), 3.29 (d, .7 - 4.4 Hz, 4H), 2.12 (d, J= 7.2 Hz, 2H), 1.77 (d, J= 11.2 Hz, 4H), 1.37 (s, 10H), 1.15 - 1.06 (m, 2H), 0.93 - 0.82 (m, 2H); LC-MS (ESI ⁺ ) m/z 467.2 (M+H) ⁺ .

Step 3 - Tert-butyl N-[4-[[4-(4-amino-2-fluoro-5-methoxy-phenyl)piperazin-l-yl]m ethyl] cyclohexyl]carbamate

[1867] To a solution of tert-butyl N-[4-[[4-(2-fluoro-5-methoxy-4-nitro-phenyl)piperazin-l-yl]m ethyl] cyclohexyl] carbamate (1.6 g, 3.43 mmol) in THF (10 mL) was added Pt/V/C (1.60 g, 183 pmol, 3 wt%) under Ar. The suspension was degassed under vacuum and purged with H2 several times. The mixture was stirred under H2 ( 15 psi) at 25 °C for 16 hrs. On completion, the reaction mixture was filtered and the filtrate was concentrated in vacuo to give the title compound (1.44 g, 96 % yield) as white solid, ¹ H NMR (400 MHz, DMSO-A) 8 6.68 (d, J = 7.6 Hz, 1H), 6.53 (d, J = 8.0 Hz, 1H), 6.41 (d, J = 13.6 Hz, 1H), 4.58 (s, 2H), 3.72 (s, 3H), 3.22 - 3.11 (m, 1H), 2.86 (s, 4H), 2.43 (s, 4H), 2.10 (d, J= 7.2 Hz, 2H), 1.76 (d, J= 11.2 Hz, 4H), 1.38 - 1.36 (m, 9H), 1.35 (s, 1H), 1.17 - 1.06 (m, 2H), 0.92 - 0.79 (m, 2H); LC-MS (ESI ⁺ ) m/z 437.3 (M+H) ⁺ .

Step 4 - Tert-butyl N-[4-[[4-[4-[(2,6-dioxo-3-piperidyl)amino]-2-fluoro-5-methox y-phenyl] piperazin- 1- yl]methyl]cyclohexyl]carbamate

[1868] To a solution of tert-butyl N-[4-[[4-(4-amino-2-fluoro-5-methoxy-phenyl)piperazin-l-yl]m ethyl] cyclohexyl]carbamate (500 mg, 1.15 mmol) and 3-bromopiperidine-2, 6-dione (329 mg, 1.72 mmol, CAS# 62595-74-8) in DMF (8 mL) was added NaHCOs (288 mg, 3.44 mmol, 133 pL). The reaction was stirred at 80 °C for 6 hrs. On completion, the reaction was diluted with EA(30 mL). The organic layer was washed with water (30 mL X 3), dried over Na ₂ SO ₄ and concentrated in vacuo. The residue was purified by prep- HPLC (column: Phenomenex Luna C18 150 * 25 mm * 1 Oum; mobile phase: [water (FA) - ACN]; gradient: 11% - 41% B over 10 min) to give the title compound (340 mg, 54 % yield) as brown solid. ’H NMR (400 MHz, DMSO-A) 8 10.86 (s, 1H), 6.71 (d, J = 8.4 Hz, 1H), 6.60 (d, J = 8.0 Hz, 1H), 6.54 (d, J = 14.0 Hz, 1H), 5.08 (d, J= 6.8 Hz, 1H), 4.28 - 4.20 (m, 1H), 3.78 (s, 3H), 3.33 (s, 4H), 3.20 - 3.09 (m, 1H), 2.89 (s, 4H), 2.83 - 2.74 (m, 1H), 2.55 (d, J = 3.2 Hz, 2H), 2.15 - 2.08 (m, 3H), 1.98 - 1.86 (m, 1H), 1.76 (d, J= 10.4 Hz, 4H), 1.38 - 1.34 (m, 9H), 1.18 - 1.04 (m, 2H), 0.86 (q, J= 11.6 Hz, 2H); LC-MS (ESI-) m/z 548.2 (M+H) ⁺ .

Step 5 - 3-[4-[4-[(4-Aminocyclohexyl)methyl]piperazin-l-yl]-5-fluoro- 2-methoxy-anilino]piperidine-2,6- dione [1869] To a solution of tert-butyl N-[4-[[4-[4-[(2,6-dioxo-3-piperidyl)amino]-2-fluoro-5-methox y-phenyl] piperazin-l-yl]methyl]cyclohexyl]carbamate (120 mg, 219 pmol) in DCM (1.5 mL) was added TEA (460 mg, 4.04 mmol, 0.3 mL). The reaction was then stirred at 25 °C for 1 hr. On completion, the reaction was concentrated in vacuo to give the title compound (123 mg, 99% yield, TEA) as brown oil. LC-MS (ESI ⁺ ) m/z 448.1 (M+H) ⁺ .

[1870] 4-Bromo-N-[4-[[tert-butyl(dimethyl)silyl]oxymethyl]cyclohexy l]-3-fluoro-benzenesulfonamide (Intermediate ST)

Step 1 - 4-[[Tert-butyl(dimethyl)silyl]oxymethyl]cyclohexanamine

[1871] To a solution of (4-aminocyclohexyl)methanol (500 mg, 3.87 mmol, CAS# 1467-84-1) in DCM (7 mL) and DMF (1 mL) was added imidazole (526 mg, 7.74 mmol), then TBSCI (641 mg, 4.26 mmol) was added at 0 °C and the mixture was stirred at 25 °C for 12 hrs. On completion, the mixture was diluted with water ( 10 mL) and extracted with DCM ( 10 mL X 3). The combined organic layer was dried over anhydrous

Na ₂ SO ₄ , filtered and concentrated in vacuo to give the title compound (880 mg, 93% yield) as yellow oil. ^† H NMR (400 MHZ,C1CD ₃ ) δ 3.37 (d,J= 6.4 Hz, 2H), 2.62 - 2.58 (m, 1H), 1.91 - 1.85 (m, 2H), 1.78 - 1.73 (m, 2H), 1.43 - 1.33 (m, 1H), 1.14 - 1.05 (m, 3H), 0.952 - 9.14 (m, 3H), 0.86 (s, 9H), 0.01 (s, 6H).

Step 2 - 4-Bromo-N-[4-[[tert-butyl(dimethyl)silyl]oxymethyl]cyclohexy l]-3-fluoro-benzenesulfonamide [1872] To a solution of 4-[[tert-butyl(dimethyl)silyl]oxymethyl]cyclohexanamine (880 mg, 3.61 mmol) in DCM (6 mL) was added TEA (831 mg, 8.21 mmol), then 4-bromo-3-fluoro-benzenesulfonyl chloride (898 mg, 3.29 mmol, CAS# 351003-51-5) was added and the mixture was stirred at 25 °C for 1 hr. On completion, the mixture was diluted with water (10 mL) and extracted with DCM (10 mL X 3). The combined organic layer was dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the residue. The residue was purified by column chromatography (SiO ₂ , PE: EA= 10: 1 to 1: 1) to give the title compound (800 mg, 50% yield) as yellow solid. ¹ H NMR (400 MHz, DMSO-c4) δ 7.96 (dd, J = 6.8, 8.4 Hz, 1H), 7.87 (d, J = 7.6 Hz, 1H), 7.73 (dd, J = 1.6, 8.4 Hz, 1H), 7.58 (dd, J = 1.6, 8.4 Hz, 1H), 3.30 (s, 1H), 2.97 - 2.86 (m, 1H), 1.68 - 1.57 (m, 5H), 1.29 - 1.20 (m, 1H), 1.15 - 1.06 (m, 2H), 0.88 (s, 2H), 0.83 (s, 9H), -0.02 (s, 6H).

Synthesis of 3-Fluoro-N-(4-formylcyclohexyl)-4-[[4-(l-tetrahydropyran-4-y lpyrazol-4-yl)-5-

(trifluoro methyl)pyrimidin-2-yl]amino]benzenesulfonamide (Intermediate SU)

Step 1 - 4-(l-Tetrahydropyran-4-ylpyrazol-4-yl)-5-(trifluoromethyl)py rimidin-2-amine

[1873] To a solution of 4-chloro-5-(b‘ifluoromethyl)pyrimidin-2-amine (1.00 g, 5.06 mmol, CAS# 1201657-24-0) and l-tetrahydropyran-4-yl-4-(4,4,5,5-tetramethyl-l,3,2-dioxabor olan-2-yl)pyrazole (938 mg, 3.37 mmol, CAS# 1040377-03-4) in dioxane (10 mL) and H ₂ O (2 mL) was added PdtdppQCh.CfchCh (275 mg, 337 pmol) and NasCCh (715 mg, 6.75 mmol). Then the reaction was stirred at 90 °C for 6 hrs under N2 atmosphere. On completion, the mixture was filtered, diluted with water (10 mL) and extracted with EA (10 mL X 3). The combined organic layer was dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the residue. The residue was purified by column chromatography (SiO ₂ , PE/EA = 40% to 70%) to give the title compound (660 mg, 62% yield) as yellow solid. ¹ H NMR (400 MHz, DMSO-c/6) δ 8.51 (s, 1H), 8.21 (s, 1H), 7.91 (s, 1H), 7.35 (s, 2H), 4.59 - 4.47 (m, 1H), 4.00 - 3.94 (m, 2H), 3.51 - 3.41 (m, 2H), 2.00 - 1.94 (m, 4H). LC-MS (ESI ⁺ ) m/z 313.9 (M+H) ⁺ .

Step 2 - N-[4-[[tert-butyl(dimethyl)silyl]oxymethyl]cyclohexyl]-3-flu oro-4-[[4-( 1 -tetrahydropyran-4- ylpyrazol-4-yl)-5-(trifluoromethyl)pyrimidin-2-yl]amino]benz enesulfonamide

[1874] To a solution of 4-bromo-N-[4-[[tert-butyl(dimethyl)silyl]oxymethyl]cyclohexy l]-3-fluoro- benzenesulfonamide (250 mg, 520 pmol, Intermediate ST) and 4-(l-tetrahydropyran-4-ylpyrazol-4-yl)-5- (trifluoromethyl)pyrimidin-2-amine (108 mg, 346 pmol) in dioxane (7 mL) was added KOAc (68.0 mg, 693 pmol) and dicyclohexyl-[3,6-dimethoxy-2-(2,4,6-triisopropylphenyl)phen yl]phosphane methanesulfonate [2-[2-(methylamino)phenyl]phenyl]palladium(l+) (31.9 mg, 34.6 pmol). Then the mixture was stirred at 90 °C for 14 hrs under N2 atmosphere. On completion, the mixture was filtered, diluted with water (5 mL) and extracted with EA (5 mL X 3). The combined organic layer was dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the residue. The residue was purified by prep- HPLC (column: Welch Ultimate C18 150*25mm*5um; mobile phase: [water (TFA) -ACN]; gradient: 80%- 100% B over 2 min) to give the title compound (58.0 mg, 23% yield) as yellow solid. LC-MS (ESI ⁺ ) m/z 713.4 (M+H) ⁺ .

Step 3 - 3-Fluoro-N-[4-(hydroxymethyl)cyclohexyl]-4-[[4-(l-tetrahydro pyran-4-ylpyrazol-4-yl)-5- (trifluoromethyl)pyrimidin-2-yl]amino]benzenesulfonamide

[1875] To a solution of N-[4-[[tert-butyl(dimethyl)silyl]oxymethyl]cyclohexyl]-3-flu oro-4-[[4-(l-tetrahy dropyran-4-ylpyrazol-4-yl)-5-(trifluoromethyl)pyrimidin-2-yl ]amino]benzenesulfonamide (50.0 mg, 70. 1 pmol) in MeOH (1 mL) was added HC1 (12 M, 0.01 mL), then the mixture was stirred at 25 °C for 0.5 hr. On completion, the mixture was concentrated in vacuo to give the title compound (38.0 mg, 90% yield) as yellow solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 10.08 (s, 1H), 8.79 (s, 1H), 8.29 (s, 1H), 8.07 (t, J= 8.4 Hz, 1H), 7.97 (s, 1H), 7.73 - 7.65 (m, 3H), 4.62 - 4.52 (m, 1H), 4.01 - 3.92 (m, 2H), 3.50 - 3.43 (m, 2H), 3.13 (d, J= 6.4 Hz, 2H), 2.95 - 2.85 (m, 1H), 2.02 - 1.95 (m, 4H), 1.69 - 1.60 (m, 4H), 1.26 - 1.08 (m, 4H), 0.86 - 0.76 (m, 2H). LC-MS (ESI+) m/z 599.1 (M+H)+.

Step 4 - 3-Fluoro-N-(4-formylcyclohexyl)-4-[[4-(l-tetrahydropyran-4-y lpyrazol-4-yl)-5-

(trifluoromethyl)pyrimidin-2-yl]amino]benzenesulfonamide

[1876] To a solution of 3-fluoro-N-[4-(hydroxymethyl)cyclohexyl]-4-[[4-(l-tetrahydro pyran-4-ylpyrazol- 4-yl)-5-(trifluoromethyl)pyrimidin-2-yl]amino]benzenesulfona mide (38.0 mg, 63.4 pmol) in DCM (1 mL) and DMF (1 mL) was added DMP (40.3 mg, 95.2 pmol). Then the mixture was stirred at 0 °C for 2 hrs. On completion, the mixture was quenched with saturated NazSzO? (2 mL) and saturated NallCO ₃ (2 mL) at 0 °C, diluted with water (4 mL) and extracted with DCM (3 mL X 3). The combined organic layer was dried over anhydrous NajSCh, filtered and concentrated in vacuo to give the title compound (35.0 mg, 92% yield) as yellow oil. LC-MS (ESI ⁺ ) m/z 597.2 (M+H) ⁺ .

Synthesis of 3-(4-(4-((4-Aminobicyclo[2.2.1]heptan-l-yl)methyl)piperazin- l-yl)-2-fhiorophenyl) piperidine-2, 6-dione (Intermediate SV)

SV

Step 1 - Tert-butyl (4-((4-(4-(2,6-dioxopiperidin-3-yl)-3-fluorophenyl)piperazin -l-yl) methyl)bicyclo [2.2.1 ]heptan- 1 -yl)carbamate

[1877] To a solution of 3 -(2-fluoro-4-piperazin- 1 -yl-phenyl)piperidine-2, 6-dione (155 mg, 382 pmol, TFA, Intermediate PO) in THF (3 mL) was added TEA (38.6 mg, 382 pmol, 53.2 pL), HOAc (45.9 mg, 764 pmol, 43.7 pL) and tert-butyl N-(4-formylnorboman-l-yl)carbamate (91.51 mg, 382.39 pmol, Intermediate TD). The mixture was stirred at 20 °C for 0.5 hr. Then, NaBH(OAc)3 (121 mg, 573 pmol) was added and the mixture was stirred at 20 °C for 0.5 hr. On completion, the reaction was diluted with FEO (20 mL) and extracted with EtOAc (60 mL). The organic layer was washed with brine (20 mL), dried over Na ₂ SO ₄ , filtered and concentrated in vacuo. The residue was purified by prep-HPLC (column: Phenomenex luna C18 150*25mm* lOum; mobile phase: [water (FA)-ACN]; gradient: 10%-40% B over 10 min) to give the title compound (120 mg, 60% yield) as white solid. ^† H NMR (400 MHz, DMSO-d ₆ ) δ 10.80 (s, 1H), 7.17 - 7.03 (m, 1H), 7.00 - 6.85 (m, 1H), 6.81 - 6.67 (m, 2H), 3.89 (dd, J = 4.8, 12.4 Hz, 1H), 3.32 (s, 10H), 3.20 - 3.03 (m, 3H), 2.81 - 2.64 (m, 2H), 2.21 - 2.08 (m, 1H), 2.00 - 1.90 (m, 1H), 1.87 - 1.73 (m, 2H), 1.68 - 1.49 (m, 5H), 1.37 (s, 9H).

Step 2 - 3-(4-(4-((4-Aminobicyclo[2.2.1]heptan-l-yl)methyl)piperazin- l-yl)-2-fluorophenyl) piperidine - 2, 6-dione

[1878] A solution of tert-butyl N- [4- [[4- [4-(2,6-dioxo-3-piperidyl)-3 -fluoro-phenyl] piperazin- 1- yl]methyl]norboman- 1 -yl] carbamate (60 mg, 116 pmo) in CH ₂ CI2 (1 mL) and I lCI/dioxanc (4 M, 2 mL) was stirred at 20 °C for 1.5 hrs. On completion, the reaction was concentrated in vacuo to give the title compound (52 mg, 98% yield) as white solid. LC-MS (ESI ⁺ ) m/z 415.2 (M+H) ⁺ .

Synthesis of 3-[4-[4-[(4-aminocyclohexyl)methyl]piperazin-l-yl]-3-fhioro- anilino]piperidine-2,6- dione (Intermediate SW)

Step 1 - Tert-butyl 4-(2-fluoro-4-nitro-phenyl) piperazine- 1 -carboxylate

[1879] To a solution of 1 ,2-difluoro-4-nitro-benzene (5.91 mmol, 654 uL, CAS# 369-34-6) and tert-butyl piperazine- 1 -carboxylate (1.00 g, 5.37 mmol, CAS# 143238-38-4) in DMF (10 mL) was added K ₂ CO ₃ (2.23 g, 16.1 mmol), then the mixture was stirred at 90 °C for 12 hrs. On completion, the mixture was diluted with EA (20 mL) and H ₂ O (40 mL), then extracted with EA (4 X 20 mL). The combined organic layers were washed with NaCl (60 mL), dried over sodium sulfate, filtered and concentrated in vacuo to give the residue. The residue was purified by column chromatography (SiO ₂ , PE: EA=11 : 1 to 7: 1) to give the title compound ( 1.50 g, 86% yield) as a yellow solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 8.14 - 7.93 (m, 2H), 7.18 (t, J= 9.2 Hz, 1H), 3.48 (s, 4H), 3.29 - 3.21 (m, 4H), 1.42 (s, 9H). LC-MS (ESH) m/z 270.1 (M- 56) ⁺ .

Step 2 -l-(2-Fluoro-4-nitro-phenyl)piperazine [1880] To a solution of tert-butyl 4-(2-fluoro-4-nitro-phenyl) piperazine- 1 -carboxylate (1.50 g, 4.61 mmol) in DCM (6 mL) was added TFA (26.9 mmol, 2 mL), then the mixture was stirred at 25 °C for 1 hr. On completion, the mixture concentrated in vacuo to give the title compound (1.50 g, 96% yield, TFA) as a yellow oil. LC-MS (ESI ⁺ ) m/z 226.0 (M+H) ⁺ .

Step 3 - Tert-butyl N-[4-[[4-(2-fluoro-4-nitro-phenyl) piperazin- 1-yl] methyl]cyclohexyl]carbamate

[1881] To a solution of l-(2-fluoro-4-nitro-phenyl) piperazine (1.50 g, 6.66 mmol, TFA) in THF (10 mL) and DMF (0.5 mL) was added TEA (6.66 mmol, 927 pL), then tert-butyl N-(4-formylcyclohexyl) carbamate (1.82 g, 7.99 mmol, CAS# 181308-56-5) and AcOH (6.66 mmol, 381pL) was added. The mixture was then stirred at 25 °C for 0.2 hr. Next, NaBH(OAc)3 (2.82 g, 13.3 mmol) was added and the mixture was stirred at 25 °C for 2 hrs. On completion, the mixture concentrated in vacuo to give the residue. The residue was purified by prep-HPLC (column: YMC Triart C18 70*250mm*7um; mobile phase: [water (FA)-ACN]; gradient: 20%-50% B over 20 min) to give the title compound (2.00 g, 69% yield) as a yellow solid. ^† H NMR (400 MHz, DMSO-tJs) δ 8.06 - 7.99 (m, 2H), 7.19 (t, J = 8.8 Hz, 1H), 6.78 - 6.67 (m, 1H), 3.33 (s, 8H), 3.19 - 3.13 (m, 1H), 2.72 - 2.62 (m, 1H), 2.39 - 2.26 (m, 1H), 1.77 (d, J = 10.8 Hz, 4H), 1.55 - 1.44 (m, 1H), 1.37 (s, 9H), 1.21 - 1.09 (m, 2H), 0.92 (d, J= 8.0 Hz, 2H). LC-MS (ESI ⁺ ) m/z 437.1 (M+H) ⁺ .

Step 4 - Tert-butyl N-[4-[[4-(4-amino-2-fluoro-phenyl)piperazin-l-yl]methyl]cycl ohexyl]carbamate

[1882] To a solution of tert-butyl N-[4-[[4-(2-fluoro-4-nitro-phenyl)piperazin-l-yl]methyl]cycl ohexyl] carbamate (1.00 g, 2.29 mmol) in THF (15 mL) was added Pt/V/C (800 mg, 3.06 mmol), then the mixture was purged with H? for three times. The mixture was stirred at 25 °C under 15 PSI H2 for 3 hrs. On completion, the mixture was filtered and concentrated in vacuo to give the title compound (900 mg, 96% yield) as a brown solid. ¹ H NMR (400 MHz, DMSO-£#>) δ 6.83 - 6.60 (m, 2H), 6.39 - 6.23 (m, 2H), 5.20 - 4.77 (m, 2H), 3.23 - 3.03 (m, 3H), 2.84 (d, J= 2.0 Hz, 4H), 2.24 - 1.95 (m, 3H), 1.76 (d, J= 10.0 Hz, 4H), 1.39 - 1.34 (m, 9H), 1.25 - 1.03 (m, 4H), 0.98 - 0.83 (m, 2H). LC-MS (ESI ⁺ ) m/z 407.2 (M+H) ⁺ .

Step 5 - Tert-butyl N-[4-[[4-[4-[(2,6-dioxo-3-piperidyl)amino]-2-fluoro-phenyl]p iperazin-l- yl]methyl]cyclohexyl]carbamate

[1883] To a solution of tert-butyl N-[4-[[4-(4-amino-2-fluoro-phenyl) piperazin- l-yl]methyl] cyclohexyl] carbamate (900 mg, 2.21 mmol) in DMF (15 mL) was added NaHCCL (557 mg, 6.64 mmol). Then 3- bromopiperidine-2, 6-dione (1.28 g, 6.64 mmol, CAS# 62595-74-8) was added and the mixture was stirred at 80 °C for 12 hrs. On completion, the mixture was concentrated in vacuo to give the residue. The residue was purified by prep-HPLC (column: Phenomenex luna C18 (250*70mm, 10 um);mobile phase: [water(FA)-ACN] gradient: 15%-45% B over 15 min), title compound (500 mg, 44% yield) as a violet solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 10.82 (d, J = 8.0 Hz, 1H), 6.82 (t, J = 9.2 Hz, 1H), 6.70 (d, 7 ~ 8.0 Hz, 1H), 6.55 - 6.47 (m, 1H), 6.45 - 6.39 (m, 1H), 5.82 (d, J = 7.2 Hz, 1H), 4.33 - 4.15 (m, 1H), 3.18 - 3.14 (m, 2H), 2.88 (s, 4H), 2.78 - 2.67 (m, 2H), 2.60 - 2.57 (m, 1H), 2.35 - 2.31 (m, 1H), 2.28 - 2.16 (m, 3H), 2.13 - 2.03 (m, 2H), 1.91 - 1.81 (m, 1H), 1.76 (d, J= 11.2 Hz, 4H), 1.37 (s, 9H), 1.17 - 1.08 (m, 2H), 0.94 - 0.82 (m, 2H).LC-MS (ESI ⁺ ) m/z 518.2 (M+H) ⁺ .

Step 6 - 3-[4-[4-[(4-Aminocyclohexyl)methyl]piperazin- 1 -yl]-3-fluoro-anilino]piperidine-2, 6-dione [1884] To a solution of tert-butyl N-[4-[[4-[4-[(2,6-dioxo-3-piperidyl)amino]-2-fluoro-phenyl]p iperazin- 1-yl] methyl]cyclohexyl]carbamate (136 mg, 262 pmol) in DCM (1 mL) was added TFA (46 mg, 4.04 mmol, 0.3 mL). The reaction was then stirred at 25 °C for 1 hr. On completion, the reaction was concentrated in vacuo to give the title compound (139 mg, 99% yield, TFA) as yellow oil. LC-MS (ESI ⁺ ) m/z 418.0 (M+H) ⁺ .

Synthesis of (ls,4s)-4-(2-((4-(benzylthio)-2-methylphenyl)amino)-5-(trifl uoromethyl)pyrimidin-4-yl)- 1-methylcyclohexan-l-ol (Intermediate SX) and (lr,4r)-4-(2-((4-(benzylthio)-2- methylphenyl)amino)-5-(trifhioromethyl)pyrimidin-4-yl)-l-met hylcyclohexan-l-ol (Intermediate SY) (4,4'-Di-t-butyl-2,2'-bipyridine)bis[3,5-difluoro-2-[5- trifluoromethyl-2-pyridinyl-kN)phenyl-kC]iridium(lll) hexafluorophosphate ,

EA 4-tert-butyl-2-(4-tertbutyl-2-pyridyl)pyridine;dichloronicke l, Na ₂ CO ₃ , TTMSS, DME

SX SY Step 1 - N-(4-benzylsulfanyl-2-methyl-phenyl)-4-(l,4-dioxaspiro[4.5]d ecan-8-yl)-5-

(trifluoromethyl)pyrimidin-2-amine

[1885] To a solution of N-(4-benzylsulfanyl-2-methyl-phenyl)-4-chloro-5-(trifluorome thyl)pyrimidin-2- amine (1.20 g, 2.93 mmol, Intermediate EA) and 8-bromo-l,4-dioxaspiro[4.5]decane (647 mg, 2.93 mmol, CAS# 68278-51-3) in DME (12 mL) was added Na2COa (620 mg, 5.86 mmol,), TTMSS (728 mg, 2.93 mmol), (4,4 ^† -Di-t-butyl-2,2 ^† -bipyridine)bis[3,5-difluoro-2-[5-trifluoromethyl-2-py ridinyl-kN)phenyl- kC]iridium(HI) hexafluorophosphate (32.8 mg, 29.2 umol, CAS# 870987-63-6) and 4-tert-butyl-2-(4- tertbutyl-2-pyridyl) pyridine dichloronickel (11.6 mg, 29.2 umol). The mixture was then stirred at 25 °C for 14 hrs. On completion, the reaction mixture was filtered and concentrated in vacuo. The residue was diluted with water (60 mL) and extracted with EA (40 mL x 2). The combined organic layer was dried over Na ₂ SO ₄ , filtered and concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , PE:EA=50:l to PE:EA=20:l, PE:EA=5: 1, Pl :Rf=0.3) to give the title compound (900 mg, 60% yield) as white solid. ¹ H NMR (400 MHz, DMSO-ri ₆ ) δ 9.44 (s, 1H), 8.52 (s, 1H), 7.38 - 7.33 (m, 2H), 7.33 - 7.27 (m, 3H), 7.26 - 7.20 (m, 2H), 7.15- 7.12 (m, 1H), 4.22 (s, 2H), 3.86 (s, 4H), 2.79 (t, J= 11.4 Hz, 1H), 2.16 (s, 3H), 1.96 - 1.84 (m, 2H), 1.80 - 1.64 (m, 4H), 1.59 - 1.51 (m, 2H).

Step 2 - 4-[2-(4-Benzylsulfanyl-2-methyl-anilino)-5-(trifluoromethyl) pyrimidin-4-yl]cyclohexanone

[1886] A solution of N-(4-benzylsulfanyl-2-methyl-phenyl)-4-(l,4-dioxaspiro[4.5]d ecan-8-yl)-5- (trifluoromethyl)pyrimidin-2-amine (100 mg, 193 umol) in FA (1 mL) was stirred at 25 °C for 16 hrs. On completion, the reaction mixture was concentrated in vacuo. Then, CH3CN (1 mL) and H ₂ O (10 mL) was added to the residue and the solution was lyophilized to give the title compound (80.0 mg, 87% yield) as white solid. LCMS (ESI ⁺ ) m/z 472.4 (M+H) ⁺ .

Step 3 - (1 s,4s)-4-(2-((4-(benzylthio)-2-methylphenyl)amino)-5-(trifluo romethyl)pyrimidin-4-yl)- 1 - methylcyclohexan-l-oland (lr,4r)-4-(2-((4-(benzylthio)-2-methylphenyl)amino)-5-

(trifhioromethyl)pyrimidin-4-yl)- 1 -methylcyclohexan- 1 -ol

[1887] To a solution of 4-[2-(4-benzylsulfanyl-2-methyl-anilino)-5-(trifluoromethyl) pyrimidin-4-yl] cyclohexanone (60.0 mg, 127 umol) in THE (1 mL) was added MeMgBr (3 M, 212 uL) at 0 °C. The mixture was stirred at 25 °C for 16 hrs. On completion, the reaction mixture was quenched with NaHCOa solution (20 mL). The residue was diluted with water (40 mL) and extracted with EA (20 mL x 2). The combined organic layer was washed with brine (20 mL x 2) and dried over Na ₂ SO ₄ , filtered and the filtrate was concentrated in vacuo. The residue was purified by column chromatography by prep-TLC (SiO ₂ , PE:EA=2: 1) to give (ls,4s)-4-(2-((4-(benzylthio)-2-methylphenyl)amino)-5-(trifl uoromethyl)pyrimidin-4- yl)-l -methylcyclohexan- l-ol (30 mg, 48% yield) as white solid ( ¹ H NMR (400 MHz, CDCl ₃ ) δ = 8.50 (s, 1H), 7.95 (d, J= 9.6 Hz, 1H), 7.28 (s, 2H), 7.26 - 7.21 (m, 2H), 7.21 - 7.17 (m, 2H), 7.03 (s, 1H), 4.08 (s, 2H), 2.94 - 2.83 (m, 1H), 2.28 (s, 3H), 1.87 - 1.76 (m, 6H), 1.65 - 1.53 (m, 3H), 1.34 (s, 3H)) and (lr,4r)- 4-(2-((4-(benzylthio)-2-methylphenyl)amino)-5-(trifluorometh yl)pyrimidin-4-yl)-l-methylcyclohexan-l- ol (60 mg, 96% yield) as white solid. ¹ H NMR (400 MHz, CDCl ₃ ) δ 8.51 (s, 1H), 7.95 (d, J= 8.4 Hz, 1H), 7.30 - 7.28 (m, 3H), 7.26 - 7.20 (m, 2H), 7.17 (s, 1H), 7.05 (s, 1H), 5.30 (s, 1H), 4.09 (s, 2H), 3.49 (s, 1H), 2.84 (t, <7= 11.6 Hz, 1H), 2.28 (s, 3H), 1.84 - 1.75 (m, 2H), 1.65 (d, J= 12.4 Hz, 2H), 1.59 - 1.49 (m, 2H), 1.29 (s, 3H), 0.91 - 0.82 (m, 2H). The absolute stereochemistry of the diastereomers was confirmed by 2D NMR.

Synthesis of Tert-butyl ((lr,4r)-4-(piperazin-l-ylmethyl)cyclohexyl)carbamate (Intermediate SZ)

Step 1 - Tert-butyl N-[l-deuterio-2-(4-formylcyclohexoxy)-l-methyl-ethyl]carbama te

[1888] To a solution of benzyl piperazine- 1 -carboxylate (1.16 g, 5.28 mmol, 1.02 mL, CAS# 181308-57- 6) in THF (5 mL) was added HOAc (132 mg, 2.20 mmol, 125 pL) at 0 °C. Then tert-butyl N-(4- formylcyclohexyl)carbamate (1 g, 4.40 mmol, CAS# 31166-44-6) in THF (5 mL) was added at 0 °C and the mixture was stirred for 0.5 hr. Next, NaBH(OAc)3 (1.86 g, 8.80 mmol) was added at 0 °C and the reaction mixture was stirred at 0 °C for 0.5 hr. On completion, the reaction was diluted with H ₂ O (30 mL) and extracted with EtOAc (60 mL). The organic layer was washed with brine (30 mL), dried over with

Na ₂ SO ₄ , filtered and concentrated in vacuo. The residue was purified by flash silica gel chromatography (1SCO®; 20 g SepaFlash® Silica Flash Column, Eluent of 0—82% Ethyl acetate/Petroleum ethergradient @ 80 mL/min) to give the title compound (1.6 mg, 84% yield) as yellow oil. LC-MS (ESI ⁺ ) m/z 432.1 (M+H) ⁺ .

Step 2 - Tert-butyl ((lr,4r)-4-(piperazin-l-ylmethyl)cyclohexyl)carbamate

[1889] To a suspension of Pd/C (1.60 g, 1.50 mmol, 10 wt%) in THF (20 mL) was added a solution of benzyl 4- [[4-(tert-butoxycarbonylamino)cyclohexyl]methyl]piperazine-l -carboxylate (1.6 g, 3.71 mmol) in THF (10 mL) under N2. The suspension was degassed under vacuum and purged with H2 several times. The mixture was then stirred under H2 (15 psi) at rt for 15 hrs. On completion, the mixture was filtered and concentrated in vacuo to give the title compound (1.1 g, 99% yield) as a yellow oil. ¹ H NMR (400 MHz, CDCl ₃ ) δ 4.41 (s, 1H), 3.81 - 3.69 (m, 1H), 3.52 - 2.94 (m, 4H), 2.60 (s, 2H), 2.19 (s, 1H), 2.08 - 1.95 (m, 8H), 1.88 - 1.75 (m, 2H), 1.44 (s, 9H), 1.13 - 0.90 (m, 3H).

Synthesis of Tert-butyl 4-(4-amino-3-methyl-phenyl)sulfonylpiperidine-l-carboxylate (Intermediate

TA)

Step 1 - Tert-butyl 4-(3-methyl-4-nitro-phenyl)sulfanylpiperidine-l-carboxylate

[1890] To a solution of 4-fluoro-2-methyl- 1 -nitro-benzene (2.14 g, 13.8 mmol, CAS# 446-33-3) and tert- butyl 4-sulfanylpiperidine-l -carboxylate (2.50 g, 11.5 mmol, CAS# 134464-79-2) in DMF (30 mL) was added K ₂ CO ₃ (3.18 g, 23.0 mmol), then the mixture was stirred at 25 °C for 8 hrs. On completion, the mixture was diluted with water (30 mL) and extracted with EA (20 mL X 3). The combined organic layer was dried over anhydrous Na ₂ SO ₄ , filtered and concentrated in vacuo to give the residue. The residue was purified by column chromatography (SiO ₂ , PE: EA= 15: 1 to 7: 1) to give the title compound (3.60 g, 88% yield) as yellow solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 7.96 (d, J= 8.8 Hz, 1H), 7.44 (d, J= 1.6 Hz, 1H), 7.39 - 7.38 (m, 1H), 3.83 (d, J= 13.6 Hz, 2H), 3.78 - 3.70 (m, 1H), 3.09 - 2.92 (m, 2H), 2.52 (s, 3H), 2.02 - 1.90 (m, 2H), 1.46 - 1.40 (m, 2H), 1.39 (s, 9H).

Step 2 - Tert-butyl 4-(3-methyl-4-nitro-phenyl)sulfonylpiperidine-l -carboxylate

[1891] To a solution of tert-butyl 4-(3-methyl-4-nitro-phenyl)sulfanylpiperidine-l-carboxylate (1.00 g, 2.84 mmol) in DCM ( 10 mL) was added MCPBA (2.45 g, 14.1 mmol) at 0 °C , then the mixture was stirred at 25 °C for 1 hr. On completion, the mixture was quenched with Na2SOs (10 mL) and Na2COa (8 mL) at 0 °C, diluted with water (8 mL) and extracted with DCM (8 mL X 3). The combined organic layer was dried over anhydrous Na ₂ SO4, filtered and concentrated in vacuo to give the residue. The residue was purified by column chromatography (SiO ₂ , PE: EA=4: 1 to 1 : 1) to give the title compound (900 mg, 82% yield) as yellow solid. ¹ H NMR (400 MHz, DMSO-r/ ₆ ) δ 8.20 (d, J= 8.4 Hz, 1H), 8.01 (d, J= 1.2 Hz, 1H), 7.90 - 7.89 (m, 1H), 4.01 (d, J= 11.6 Hz, 2H), 3.73 - 3.54 (m, 1H), 2.75 - 2.64 (m, 2H), 2.58 (s, 3H), 1.84 (d, J = 11.6 Hz, 2H), 1.45 - 1.38 (m, 2H), 1.37 (s, 9H). Step 3 - Tert-butyl 4-(4-amino-3-methyl-phenyl) sulfonylpiperidine- 1 -carboxylate

[1892] To a solution of tert-butyl 4-(3-methyl-4-nitro-phenyl)sulfonylpiperidine-l-carboxylate (0.400 g, 1.04 mmol) in EtOH (10 mL) and H ₂ O (2 mL) was added Fe (348 mg, 6.24 mmol) and NH4CI (556 mg, 10.4 mmol). The reaction mixture was then stirred at 80 °C for 2 hrs. On completion, the reaction mixture was filtered and filtrate was concentrated in vacuo and diluted with water (lOmL), then the residue was extracted with EA (3 X 20mL). The combined organic layer was dried over Na ₂ SO ₄ , filtered and filtrate was concentrated in vacuo. The residue was purified by column chromatography to give the title compound (300 mg, 81% yield) as yellow solid. LC-MS (ESI ⁺ ) m/z 298.9 (M-56) ⁺ .

Synthesis of Benzyl 4-(((ls,4s)-4-((tert-butoxycarbonyl)amino)-l- fhiorocyclohexyl)methyl)piperazme-l-carboxylate (Intermediate TB) and benzyl 4-(((lr,4r)-4-((tert- butoxycarbonyl)amino)-l-fluorocyclohexyl)methyl)piperazine-l -carboxylate (Intermediate TC)

Step 1 - Benzyl 4- [[4-(tert-butoxycarbonylamino)-l-hydroxy-cyclohexyl]methyl]p iperazine-l -carboxylate [1893] To a solution of tert-butyl N-(l-oxaspiro[2.5]octan-6-yl)carbamate (4.5 g, 19.8 mmol, CAS#959704-59-7) and benzyl piperazine- 1 -carboxylate (6.54 g, 29.7 mmol, 5.73 mL, CAS# 31166-44-6) in EtOH (40 mL) and H ₂ O (20 mL) was added K ₂ CO ₃ (2.74 g, 19.8 mmol), then the mixture was stirred at 95 °C for 0.5 hr. On completion, the reaction was concentrated in vacuo, diluted with EA (60 mL) and washed with water (60 mL). The organic layer was dried over Na ₂ SO ₄ , filtered and the filtrate was concentrated in vacuo. The reaction was purified by column chromatography (SiO ₂ , PE: EA=5: 1 to 0: 1, Rf = 0.3) to give the title compound (8 g, 17.8 mmol, 90% yield) as yellow oil. ¹ H NMR (400 MHz, DMSO- d^) 5 7.40 - 7.30 (m, 5H), 5.07 (s, 2H), 3.84 (s, 1H), 3.37 (s, 4H), 3.17 - 3.05 (m, 1H), 2.47 (d, ./“ 4.4 Hz, 4H), 2.18 (s, 2H), 1.56 - 1.46 (m, 6H), 1.37 (s, 9H), 1.32 - 1.24 (m, 2H). LC-MS (ES1 ⁺ ) m/z 448.1 (M+H) ⁺ .

Step 2 - Benzyl 4-(((ls,4s)-4-((tert-butoxycarbonyl)amino)-l-fhiorocyclohexy l)methyl)piperazine-l- carboxylate and benzyl 4-((( lr,4r)-4-((tert-butoxycarbonyl)amino)- 1 -fluorocyclohexyl)methyl)piperazine- 1 -carboxylate [1894] To a solution of benzyl 4-[[4-(tert-butoxycarbonylamino)-l-hydroxy- cyclohexyl]methyl]piperazine- 1 - carboxylate (4.5 g, 10.0 mmol) in DCM (50 mL) was added N,N- diethylethanamine trihydrofluoride (3.24 g, 20.1 mmol, 3.28 mL) and (difluoro-sulfanylidene)-diethyl- ammonium tetrafluoroborate (4.60 g, 20.1 mmol) at 0 °C, the mixture was stirred at rt for 4 hrs. On completion, the reaction mixture was diluted with water (50 mL) and extracted with DCM (50 mL X 2). The combined organic layers were dried over Na ₂ SO ₄ , filtered and concentrated in vacuo. The crude product was purified by column chromatography (SiO ₂ , PE: EA=50: l to 1 : 1) twice to give benzyl 4-(((ls,4s)-4- ((tert-butoxycarbonyl)amino)-l-fluorocyclohexyl)methyl)piper azine-l -carboxylate (390 mg, 4% yield, peak 1) as yellow solid ( ¹ H NMR (400 MHz, CDCl ₃ -t/) d 7.41 - 7.31 (m, 5H), 5.14 (s, 2H), 4.48 (d, ./ ^_ 4.4 Hz, 1H), 3.74 - 3.63 (m, 1H), 3.50 (s, 4H), 2.57 - 242 (m, 6H), 1.98 - 1.91 (m, 2H), 1.81 - 1.73 (m, 4H), 1.45 (s, 9H), 1.44 - 1.43 (m, 2H). LC-MS (ESL) m/z 450.4 (M+H) ⁺ ) and benzyl 4-(((lr,4r)-4-((tert- butoxycarbonyl)amino)-l-fluorocyclohexyl)methyl)piperazine-l -carboxylate (210 mg, 2% yield) as yellow solid ( ¹ H NMR (400 MHz, CDCl ₃ -tZ) δ 7.44 - 7.30 (m, 5H), 5.13 (s, 2H), 4.52 - 4.40 (m, 1H), 3.49 (s, 5H), 2.58 - 2.35 (m, 6H), 2.09 - 1.98 (m, 2H), 1.86 (d, J= 1.6 Hz, 2H), 1.45 (s, 11H), 1.40 (d, J= 8.8 Hz, 2H). LC-MS (ESI ⁺ ) m/z 450.5 (M+H) ⁺ ). The absolute stereochemistry of the diastereomers was assigned arbitrarily.

Synthesis of Tert-butyl N-(4-formylnorbornan-l-yl)carbamate (Intermediate TD)

Step 1 - Tert-butyl N-[4-(hydroxymethyl)norboman-l-yl]carbamate

[1895] To a solution of 4-(tert-butoxycarbonylamino)norbomane-l -carboxylic acid (1.90 g, 7.44 mmol, CAS# 1201186-86-8) in THF (20 mL) was added BTh-MezS (1.70 g, 22.3 mmol) at 0 °C. Then the mixture was stirred at 25 °C for 16 hours under N2 atmosphere. On completion, the reaction mixture was added into (MeOH 5 mL) dropwise. The crude product was purified by column chromatography on silica gel eluted with petroleum ether/ethyl acetate = 1 : 0 to 1: 1 to give the title compound (1.60 g, 80% yield) as a white solid. ^† H NMR (400 MHz, DMSO-i/ ₆ ) δ 6.88 (s, 1H), 4.39 (t, J = 5.2 Hz, 111 ), 3.36 (ci, J= 5.2 Hz, 211 ), 1.74 (s, 2H), 1.64 - 1.49 (m, 4H), 1.42 (s, 2H), 1.37 (s, 9H), 1.26 - 1.18 (m, 2H).

Step 2 - Tert-butyl N-(4-formylnorboman-l-yl)carbamate

[1896] To a solution of tert-butyl N-[4-(hydroxymethyl)norboman-l-yl]carbamate (1.50 g, 6.22 mmol) in DMF (5 mL) was added DMP (3.16 g, 7.46 mmol). Then the mixture was stirred at 25 °C for 1 hr. On completion, the reaction mixture was quenched by adding it to H ₂ O solution (5 mL). The aqueous layer was extracted with ethyl acetate (5 ml x 3). The crude product was purified by column chromatography on silica gel eluted with petroleum ether/ethyl acetate = 1 : 0 to 1 : 1 to give the title compound (800 mg, 48% yield) as a yellow solid. ¹ H NMR (400 MHz, DMSO-^ ₆ ) δ 9.71 (s, 1H), 4.04 (q, J = 7.2 Hz, 1H), 1.92 (s, 2H), 1.90 - 1.80 (m, 2H), 1.75 (d, J= 5.2 Hz, 2H), 1.63 - 1.55 (m, 2H), 1.38 (d, J= 1.2 Hz, 9H), 1.18 (t, J= 7.2 Hz, 2H).

Synthesis of Tert-butyl ((lr,4r)-4-(piperazin-l-yl)cyclohexyl)carbamate (Intermediate TE)

Step 1 - Benzyl 4- [4-(tert-butoxycarbonylamino)cyclohexyl]piperazine-l -carboxylate

[1897] To a solution of benzyl piperazine- 1 -carboxylate (5.68 g, 25.7 mmol, CAS# 31166-44-6) and tert- butyl N-(4-oxocyclohexyl)carbamate (5 g, 23.4 mmol, CAS# 179321-49-4) in THF (40 mL) was added HOAc (1.41 g, 23.4 mmol) and the mixture was stirred at 25 °C for 0.5 hr. Then NaBH(OAc)a (5.96 g, 28.1 mmol) was added into the mixture at 25 °C for 2 hrs. On completion, the mixture was quenched with H ₂ O (6 ml) and concentrated in vacuo to give residue. The residue was purified by column chromatography (SiOz, Petroleum ether/Ethyl acetate=10/l to 0/1) to give the title compound (9 g, 91% yield) as white solid. ¹ H NMR (400 MHz, DMSO-dr) 5 7.40 - 7.30 (m, 5H), 5.07 (d, J= 3.6 Hz, 2H), 3.54 - 3.43 (m, 1H), 3.36 (s, 4H), 3.21 - 2.99 (m, 1H), 2.43 (s, 4H), 2.24 - 2.12 (m, 1H), 1.83 - 1.70 (m, 2H), 1.65 - 1.57 (m, 2H), 1.42 (d, J= 8.4 Hz, 2H), 1.39 - 1.35 (m, 9H), 1.17 - 1.09 (m, 2H).

Step 2 - Benzyl 4-((ls,4s)-4-((tert-butoxycarbonyl)amino)cyclohexyl)piperazi ne-l -carboxylate and benzyl 4-(( lr,4r)-4-((tert-butoxycarbonyl)amino)cyclohexyl)piperazine- 1 -carboxylate

[1898] Benzyl 4- [4-(tert-butoxycarbonylamino)cyclohexyl]piperazine-l -carboxylate (12 g) was separated by SFC (column: DAICEL CHIRALPAK AD(250mm*30mm,10um);mobile phase: [CO2- MeOH(0.1%NH3H ₂ O)];B%:20%, isocratic elution mode) to give benzyl 4-((ls,4s)-4-((tert- butoxycarbonyl)amino)cyclohexyl)piperazine- 1 -carboxylate (5 g, 41% yield, peak 1) as white solid ( ^† H NMR (400 MHz, CHLOROFORM-d) δ 7.42 - 7.31 (m, 5H), 5.15 (s, 2H), 4.71 - 4.54 (m, 1H), 3.79 - 3.66 (m, 1H), 3.53 (s, 4H), 2.52 (s, 4H), 2.32 - 2.17 (m, 1H), 1.80 (d, J= 9.6 Hz, 211), 1.68 (s, 2H), 1.61 - 1.50 (m, 4H), 1.46 (s, 9H), LC-MS (ESI ⁺ ) m/z 418.3 (M+H) ⁺ ) and benzyl 4-((lr,4r)-4-((tert- butoxycarbonyl)amino)cyclohexyl)piperazine- 1 -carboxylate (5 g, 41% yield, peak 2) as white solid ( ^† H NMR (400 MHz, CHLOROFORM-^ 5 7.37 - 7.21 (m, 4H), 5.05 (s, 2H), 4.37 - 4.24 (m, 1H), 3.46 - 3.41 (m, 4H), 3.34 - 3.18 (m, 1H), 2.44 (s, 4H), 2.19 (s, 1H), 1.99 (d, J = 11.2 Hz, 2H), 1.80 (d, J = 12.4 Hz, 2H), 1.36 (s, 9H), 1.26 (d, J = 14.0 Hz, 2H), 1.04 (dd, J = 2.0, 12.4 Hz, 2H); LC-MS (ESL) m/z 418.3 (M+H) ⁺ ). The absolute stereochemistry of the diastereomers was confirmed by 2D NMR.

Step 3 - Tert-butyl ((lr,4r)-4-(piperazin-l-yl)cyclohexyl)carbamate

[1899] To a solution of benzyl 4-[4-(tert-butoxycarbonylamino)cyclohexyl]piperazine-l-carbo xylate (1 g, 2.39 mmol) in MeOH (20 mL) was added Pd/C (500 mg, 469 pmol, 10 wt%) under N2. The suspension was degassed under vacuum and purged with H2 several times. The mixture was then stirred under H2 (15 psi) at 25 °C for 2 hrs. On completion, the mixture was filtered and concentrated in vacuo to give the title compound (7.0 g, 71% yield) yellow oil. LC-MS (ESI ⁺ ) m/z 284.1 (M+H) ⁺ .

Synthesis of [3-Fluoro-N-[(3S,4R)-3-fhioro-4-piperidyl]-4-[[4-[(3S)-3-hyd roxy-3-methyl-l- piperidyl]-5-(trifluoromethyl)pyrimidin-2-yl]amino]benzenesu lfonamide (Intermediate TF)

Step 1 - Tert-butyl (3S,4R)-3-fluoro-4-[[3-fluoro-4-[[4-[(3S)-3-hydroxy-3-methyl -l-piperidyl]-5- (trifluoromethyl)pyrimidin-2-yl]amino]phenyl]sulfonylamino]p iperidine-l-carboxylate

[1900] To a solution of 3-fhioro-4-[[4-[(3S)-3-hydroxy-3-methyl-l-piperidyl]-5- (trifluoromethyl)pyrimidin- 2-yl]amino]benzenesulfonyl chloride (200 mg, 426 pmol, Intermediate PW) in DCM (5 mL) was added tert-butyl (3S,4R)-4-amino-3-fluoro-piperidine-l-carboxylate (279 mg, 1.28 mmol, CAS# 907544-20-1), then the reaction was stirred at 25 °C for 0.2 hr. On completion, the reaction was concentrated in vacuo and purified by prep-HPLC (column: Phenomenex luna C 18 150*25mm* 1 Oum; mobile phase: [water (FA)-ACN]; gradient: 49%-79% B over 10 min) to give the title compound (220 mg, 79% yield) as white solid. ^† H NMR (400 MHz, DMSO-A) δ 9.60 (s, 1H), 8.40 (s, 1H), 8.20 - 8.00 (m, 2H), 7.75 - 7.56 (m, 2H), 4.49 (s, 1H), 4.22 - 3.99 (m, 1H), 3.84 (s, 1H), 3.73 - 3.63 (m, 1H), 3.57 - 3.43 (m, 2H), 3.30 - 3.22 (m, 2H), 3.19 - 2.86 (m, 2H), 2.79 - 2.66 (m, 1H), 1.79 (d, J= 4.4 Hz, 1H), 1.58 (s, 2H), 1.52 - 1.42 (m, 2H), 1.36 (s, 9H), 1.25 (d, J = 10.0 Hz, 1H), 1.05 (s, 3H).

Step 2 - 3-Fluoro-N-[(3S,4R)-3-fluoro-4-piperidyl]-4-[[4-[(3S)-3-hydr oxy-3-methyl-l-piperidyl]-5- (trifluoromethyl)pyrimidin-2-yl]amino]benzenesulfonamide

[1901] A solution of tert-butyl (3S,4R)-3-fluoro-4-[[3-fhioro-4-[[4-[(3S)-3-hydroxy-3-methyl -l- piperidyl]-5-(trifluoromethyl)pyrimidin-2-yl]amino]phenyl]su lfonylamino]piperidine-l -carboxylate (90 mg, 138 nmol) in DCM (1.5 mL) and TFA (0.5 mL) was stirred at 30 °C for 0.2 hr. On completion, the reaction was concentrated in vacuo to give the title compound (90 mg, 97% yield, TFA) as yellow oil. LC- MS (ESI+) m/z 551.1 (M+H) ⁺ .

Synthesis of 1- [4-(2,6-Dioxo-3-piperidyl)-3-fhioro-phenyl] piperidine-4-carbaldehyde (Intermediate TG)

Step 1 - 2,6-Dibenzyloxy-3-[4-[4-(dimethoxymethyl)-l-piperidyl]-2-flu oro-phenyl]pyridine

[1902] A mixture of 2,6-dibenzyloxy-3-(4-bromo-2-fluoro-phenyl)pyridine (2 g, 4 mmol), 4- (dimethoxymethyl)piperidine (1.03 g, 6.46 mmol, CAS# 188646-83-5), XPhos (205 mg, 430 pmol), CS2CO3 (2.81g, 8.61 mmol) and Pd2(dba)3 (394 mg, 430 pmol) in dioxane (25 mL) was degassed and purged with N2 three times. Then the mixture was stirred at 110 °C for 12 hrs under N2 atmosphere. On completion, the mixture was filtered directly and filtrate was diluted with EA (10 mL). The organic layer was washed with brine (10 mL X 2), dried over Na2SO4 and concentrated in vacuo. The residue was purified by column chromatography (SiCh, Petroleum ether/Ethyl acetate=10:l to 5:1) to give the title compound (1.6 g, 68% yield) as a white solid. ^! H NMR (400 MHz, DMSO-t/ ₆ ) δ 7.57 (d, J = 8.0 Hz, 1H), 7.46 - 7.25 (m, 10H), 7.18 (t, J= 8.8 Hz, 1H), 6.80 - 6.71 (m, 2H), 6.50 (d, J= 8.0 Hz, 1H), 5.35 (d, J= 5.6 Hz, 4H), 4.08 (d, J= 6.8 Hz, 1H), 3.77 (d, J= \2A Hz, 2H), 3.32 (s, 3H), 3.27 (s, 3H), 2.67 (t, J= 11.6 Hz, 2H), 1.81 - 1.63 (m, 3H), 1.37 - 1.21 (m, 2H).

Step 2 - 3-[4-[4-(Dimethoxymethyl)-l-piperidyl]-2-fluoro-phenyl]piper idine -2, 6-dione

[1903] To a solution of 2,6-dibenzyloxy-3-[4-[4-(dimethoxymethyl)-l-piperidyl]-2-flu oro- phenyl]pyridine (1.6 g, 3.0 mmol) in THF (16 mL) was added Pd/C (1.5 g, 1.41 mmol, 10 wt%) under N2 atmosphere. The suspension was degassed and purged with H2 three times. The mixture was stirred under H2 (15 Psi) at 20 °C for 12 hrs. On completion, the reaction was filtered and the filtrate was concentrated in vacuo to give the title compound (1 g, 93% yield) as a white solid. ¹ H NMR (400 MHz, DMSO-</ ₆ ) δ 10.79 (s, 1H), 7.05 (t, J= 8.8 Hz, 1H), 6.71 (s, 1H), 6.68 (s, 1H), 4.08 (d, J= 6.8 Hz, 1H), 3.87 (dd, J= 4.8, 12.4 Hz, 1H), 3.74 (s, 1H), 3.71 (s, 1H), 3.27 (s, 6H), 2.78 - 2.57 (m, 4H), 2.13 (dq, J= 4.0, 12.0 Hz, 1H), 2.01 - 1.90 (m, 1H), 1.80 - 1.72 (m, 1H), 1.69 (d, J= 12.4 Hz, 2H), 1.32 - 1.23 (m, 2H).

Step 3 - l-[4-(2,6-Dioxo-3-piperidyl)-3-fluoro-phenyl]piperidine-4-ca rbaldehyde

[1904] A solution of 3-[4-[4-(dimethoxymethyl)-l-piperidyl]-2-fluoro-phenyl]piper idine-2,6- dione (55 mg, 150 pmol) in HCOOH (0.5 mL) was stirred at 70 °C for 0.5 hr. On completion, the reaction was concentrated in vacuo to give the title compound (50 mg, 90% yield, FA) as yellow oil. LC-MS (ESI ⁺ ) m/z 319.2 (M+H) ⁺ .

Synthesis of 3-Fluoro-4-[[4-[(3S)-3-hydroxy-3-methyl-l-piperidyl]-5-(trif luoromethyl)pyrimidin-2- yl]amino]-N-[(3S,4R)-3-methyl-4-piperidyl]benzenesulfonamide (Intermediate TH)

Step 1 - Tert-butyl (3S,4R)-4-[[3-fluoro-4-[[4-[(3S)-3-hydroxy-3-methyl-l-piperi dyl]-5-

(trifluoromethyl)pyrimidin-2-yl]amino]phenyl]sulfonylamin o]-3-methyl-piperidine-l -carboxylate

[1905] To a solution of tert-butyl (3S,4R)-4-amino-3-methyl-piperidine-l-carboxylate (118 mg, 554 pmol, CAS# 1290191-72-8) in DCM (2 mL) was added 3-fluoro-4-[[4-[(3S)-3-hydroxy-3-methyl-l-piperidyl]-5- (trifluoromethyl) pyrirnidin-2-yl]amino]benzenesulfonyl chloride (130 mg, 277 pmol, Intermediate PW), then the mixture was stirred at 25 °C for 12 hrs. On completion, the reaction mixture was concentrated in vacuo. The residue was purified by prep-HPLC (column: Phenomenex luna C 18 150*25mm* 1 Oum; mobile phase: [water (FA)-ACN]; gradient: 53%-83% B over 10 min) to give the title compound (129 mg, 71% yield) as white solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 9.57 (s, 1H), 8.39 (s, 1H), 8.10 (t, J = 8.4 Hz, 1H), 7.76 (d, ./ - 7.6 l lz, 1H), 7.65 - 7.59 (m, 2H), 4.47 (s, 1H), 3.69 - 3.61 (m, 1H), 3.46 - 3.39 (m, 2H), 3.31 - 3.24 (m, 4H), 3.14 (s, 1H), 1.83 - 1.68 (m, 2H), 1.60 - 1.53 (m, 2H), 1.45 (dd, J = 2.4, 6.4 Hz, 1H), 1.35 (s, 11H), 1.29 (d, J= 1.2 Hz, 1H), 1.04 (s, 3H), 0.69 (d, J= 6.8 Hz, 3H); LC-MS (ESH) m/z 647.2 (M+H) ⁺ .

Step 2 - 3-Fluoro-4-[[4-[(3S)-3-hydroxy-3-methyl-l-piperidyl]-5-(trif luoromethyl)pyrimidin-2-yl]amino]- N-[(3S,4R)-3-methyl-4-piperidyl]benzenesulfonamide

[1906] To a solution of tert-butyl (3S,4R)-4-[[3-fluoro-4-[[4-[(3S)-3-hydroxy-3-methyl-l-piperi dyl]-5- (trifluoromethyl)pyrimidin-2-yl]amino]phenyl]sulfonylamino]- 3-methyl-piperidine- 1 -carboxylate (80 mg, 123 pmol) in DCM (1 mL) was added TFA (767 mg, 6.73 mmol, 0.5 mL), then the mixture was stirred at 25 °C for 0.5 hr. On completion, the reaction mixture was concentrated in vacuo to give the title compound (80 mg, 97% yield, TFA) as yellow oil. LC-MS (ESI ⁺ ) m/z 547.2 (M+H) ⁺ .

Synthesis of 3-[4-[(3R)-4-[(4-aminocyclohexyl)methyl]-3-(methoxymethyl)pi perazin-l-yl]-2-fluoro - phenyl] piperidine-2, 6-dione (Intermediate TI)

Step 1 - Tert-butyl (2R)-4-[4-(2,6-dibenzyloxy-3-pyridyl)-3-fluoro-phenyl]-2-(me thoxymethyl) piperazine- 1 -carboxylate

[1907] To a solution of 2,6-dibenzyloxy-3-(4-bromo-2-fluoro-phenyl)pyridine (2.00 g, 4.31 mmol, synthesized via Step 1 of Intermediate PO) and tert-butyl (2R)-2-(methoxymethyl)piperazine-l -carboxylate (1.49 g, 6.46 mmol, CAS# 1023301-73-6), and CS2CO3 (2.81 g, 8.61 mmol) in dioxane (20 mL) was added Pd-PEPPSI-IHeptCI (419 mg, 431 pmol). Then the mixture was stirred at 100 °C for 1 hr. On completion, the mixture was concentrated in vacuo to give the residue. The residue was purified by column chromatography (SiOz, PE: EA= 100:0 to 9:1) to give the title compound (1.1 g, 41% yield) as a green oil. ^† H NMR (400 MHz, DMSO-d ₆ ) δ 7.57 (d, J = 8.0 Hz, 1H), 7.45 - 7.18 (m, 11H), 6.74 (d, J = 11.6 Hz, 2H), 6.51 (d, J = 8.0 Hz, 1H), 5,35 (d, J = 3.2 Hz, 4H), 4.21 (s, 1H), 3.86 - 3,80 (m, 1H), 3.75 - 3.59 (m, 2H), 3.56 - 3.46 (m, 1H), 3.44 - 3.37 (m, 1H), 3.26 (s, 3H), 3.16 - 3.02 (m, 1H), 2.86 - 2.84 (m, 1H), 2.75 - 2.67 (m, 1H), 1.42 (s, 9H) ; LC-MS (ESI ⁺ ) m/z 614.3 (M+H) ⁺ .

Step 2 - Tert-butyl (2R)-4-[4-(2,6-dioxo-3-piperidyl)-3-fluoro-phenyl]-2-(methox ymethyl)piperazine -1- carboxylate [1908] To a solution of Pd/C (1.00 g, 940 pmol, 10 wt%) in THF (2 mL) was added tert-butyl (2R)-4-[4- (2, 6-dibenzyloxy-3-pyridyl)-3-fluoro-phenyl]-2-(methoxymethyl)p iperazine- 1-carboxylate (1.00 g, 1.63 mmol) under N2 atmosphere. Then the mixture was degassed and charged with H2 for three times and then stirred at 40 °C under 40 psi H2 for 14 hours. On completion, the reaction was filtered and concentrated in vacuo to give the title compound (550 mg, 77% yield) as a white solid. LC-MS (ESI ⁺ ) m/z 458.1 (M+Na) ⁺ .

Step 3 - 3-[2-Fluoro-4-[(3R)-3-(methoxymethyl)piperazin-l-yl]phenyl]p iperidine-2, 6-dione

[1909] To a solution of tert-butyl (2R)-4-[4-(2,6-dioxo-3-piperidyl)-3-fluoro-phenyl]-2-(methox ymethyl) piperazine- 1-carboxylate (330 mg, 758 pmol) in DCM (4 mL) was added TFA ( 1.10 mL, 14.8 mmol), then the mixture was stirred at 25 °C for 0.5 hr. On completion, the reaction was concentrated in vacuo to give the title compound (290 mg, 85% yield, TFA) as a yellow oil. LC-MS (ESI ⁺ ) m/z 336.0 (M+H) ⁺ .

Step 4 - Tert-butyl N-[4-[[(2R)-4-[4-(2,6-dioxo-3-piperidyl)-3-fluoro-phenyl]-2-

(methoxymethyl)piperazin- 1 -yl]methyl]cyclohexyl]carbamate

[1910] To a solution of 3-[2-fluoro-4-[(3R)-3-(methoxymethyl)piperazin-l-yl]phenyl]p iperidine-2,6- dione (290 mg, 645 pmol TFA) in THF (5 mL) was added TEA (89.8 pL, 645 pmol) until the pH = 7-9. Then tert-butyl N-(4-formylcyclohexyl)carbamate (220 mg, 967.97 pmol, CAS# 181308-57-6) in THF(5 mL) and HOAc (36.9 pL, 645 pmol) was added to the mixture and the mixture was stirred at -10 °C for 0.5 hr. After 0.5 hour, NaBH(OAc)3 (274 mg, 1.29 mmol) was added and the mixture was stirred at -10° C for 0.5 hr. On completion, the mixture was quenched with water (1 mL) and filtered to give the filtrate. The filtrate was purified by prep-HPLC(column: Phenomenex luna C18 150*25mm* 10um;mobile phase: [water(FA)-ACN] gradient: 14%-44% B over 15 min) to give the title compound (150 mg, 43% yield) as a white solid. LC-MS (ESI ⁺ ) m/z 370. 1 (M+H) ⁺ . ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 10.82 (s, 1H), 7.37 - 7.02 (m, 1H), 6.98 - 6.56 (m, 3H), 3.98 - 3.73 (m, 3H), 3.66 - 3.63 (m, 1H), 3.56 - 3.46 (m, 1H), 3.37 (s, 3H), 3.30 - 3.04 (m, 6H), 3.02 - 2.78 (m, 2H), 2.76 - 2.65 (m, 1H), 2.22 - 2.07 (m, 1H), 2.03 - 1.88 (m, 2H), 1.87 - 1.65 (m, 4H), 1.37 (s, 9H), 1.27 - 0.97 (m, 4H), 0.96 - 0.67 (m, 1H). LC-MS (ESI+) m/z 547.3 (M+H) ⁺ .

Step 5 - 3-[4-[(3R)-4-[(4-aminocyclohexyl)methyl]-3-(methoxymethyl)pi perazin-l-yl]-2-fluoro- phenyl]piperidine-2, 6-dione

[1911] To a solution of tert-butyl N-[4-[[(2R)-4-[4-(2,6-dioxo-3-piperidyl)-3-fluoro-phenyl]-2- (methoxymethyl)piperazin-l-yl]methyl]cyclohexyl]carbamate (110 mg, 201 pmol) in DCM (1 mL) was added HCl/dioxane (2 M, 2 mL), then the mixture was stirred at 40 °C for 1 hr. On completion, the reaction was concentrated in vacuo to give the title compound (90 mg, 92% yield, HC1) as a white solid. LC-MS (ESI ⁺ ) m/z 447.1 (M+H) ⁺ .

Synthesis of 3-Fluoro-4-[[4-(4-hydroxy-4-methyl-l-piperidyl)-5-(trifluoro methyl)pyriniidin-2-yl] aminojbenzenesulfonyl chloride (Intermediate TJ)

Step 1 - l-[2-(4-benzylsulfanyl-2-fluoro-anilino)-5-(trifluoromethyl) pyrimidin-4-yl]-4-methyl- piperidin-4-ol

[1912] To a solution of N-(4-benzylsulfanyl-2-fhioro-phenyl)-4-chloro-5-(trifluorome thyl)pyrimidin- 2-amine (400 mg, 966 pmol, synthesized via Step 1 of Intermediate PW) and 4-methylpiperidin-4-ol (161 mg, 1.06 mmol, HC1, CAS# 3970-68-1) in ACN (1 mL) was added TEA (293 mg, 2.90 mmol, 403 pL), then the mixture was stirred at 30 °C for Ihr. On completion, the reaction was concentrated in vacuo and purified by column chromatography (SiO ₂ , PE: t£A l 0: 1 to PE: EA=2:1 , PE: EA=2: 1, Pl: Rf =0.7) to give the title compound (400 mg, 84% yield) as white solid. ¹ H NMR (400 MHz, DMSO-d ₆ ) δ 9.24 (s, 1H), 8.33 (s, 1H), 7.60 - 7.54 (m, 1H), 7.37 - 7.29 (m, 4H), 7.28 - 7.21 (m, 2H), 7.11 (dd, J= 2.0, 8.4 Hz, 1H), 4.43 (s, 1H), 4.26 (s, 2H), 3.69 (d, J = 13.0 Hz, 2H), 3.40 - 3.35 (m, 1H), 3.33 - 3.28 (m, 1H), 1.53 - 1.46 (m, 4H), 1.14 (s, 3H).

Step 2 - 3-Fluoro-4-[[4-(4-hydroxy-4-methyl-l-piperidyl)-5-(trifluoro methyl)pyrimidin-2- yl] amino] benzenesulfonyl chloride

[1913] To a solution of l-[2-(4-benzylsulfanyl-2-fluoro-anilino)-5-(trifluoromethyl) pyrimidin-4- yl]-4-methyl -piperidin-4-ol (200 mg, 406 pmol) in ACN (2 mL) and HO Ac (0.2 mL) was added H ₂ O (731 pg, 40.6 pmol) and NCS (162 mg, 1 .22 mmol) in the dark. Then the reaction was stirred at 30 °C for 0.5 hr in the dark. On completion, the reaction mixture was diluted with water (10 mL) and extracted with EA (10 mL X 2). The organic layer was dried over Na2SO4, filtered and concentrated in vacuo. The reaction was purified by column chromatography (SiO ₂ , PE: EA= 10: 1 to 5: 1, Rf =0.5) to give the title compound (150 mg, 78% yield) as white solid. LC-MS (ESI ⁺ ) m/z 469.1 (M+H) ⁺ . Synthesis of 3-Fluoro-N-[(3S,4R)-3-fluoro-4-piperidyl]-4-[[4-(4-hydroxy-4 -methyl-l-piperidyl)-5-

(trifluoromethyl)pyrimidin-2-yl]amino]benzenesulfonamide (Intermediate TK)

TK

Step 1 - Tert-butyl (3S,4R)-3-fluoro-4-[[3-fluoro-4-[[4-(4-hydroxy-4-methyl-l-pi peridyl)-5-

(trifluoromethyl)pyrimidin-2-yl]amino]phenyl]sulfonylamin o]piperidine-l-carboxylate

[1914] To a solution of 3-fluoro-4-[[4-(4-hydroxy-4-methyl-l-piperidyl)-5-(trifluoro methyl)pyrimidin-2- yl] amino]benzenesulfonyl chloride (200 mg, 426 pmol, Intermediate TJ) and tert-butyl (3S,4R)-4- amino- 3 -fluoro-piperidine- 1 -carboxylate (465 mg, 2.13 mmol, CAS# 907544-20-1) in DCM (3 mL) was added TEA (43.1 mg, 426 pmol), then the reaction was stirred at 30 °C for 3 hrs. On completion, the reaction mixture was diluted with water (10 mL) and extracted with DCM (20 mLX 2). The organic layer was dried over Na ₂ SO ₄ , filtered and concentrated in vacuo. The reaction was purified by prep-HPLC (column: Phenomenex Luna C18 150*25mm*10um: mobile phase: [water (LA)-ACN]; gradient: 48%-78% B over 10 min) to give the title compound (200 mg, 72% yield) white solid. ^† H NMR (400 MHz, D ISO-c#) § 9.53 (d, J= 8.4 Hz, 1H), 8.44 - 8.36 (m, 1H), 8.12 - 8.00 (m, 2H), 7.70 - 7.59 (m, 2H), 4.65 - 4.45 (m, 1H), 4.44 - 4.39 (m, 1H), 4.18 - 4.02 (m, 1H), 3.91 - 3.79 (m, 1H), 3.74 (d, J = 13.2 Hz, 2H), 3.59 - 3.45 (m, 1H), 3.43 - 3.35 (m, 4H), 1.57 - 1.47 (m, 5H), 1.36 (s, 9H), 1.28 - 1.21 (m, 1H), 1.14 (s, 3H).

Step 2 - 3-Fluoro-N-[(3S,4R)-3-fluoro-4-piperidyl]-4-[[4-(4-hydroxy-4 -methyl-l-piperidyl)-5-

(trifluoromethyl)pyrimidin-2-yl]amino]benzenesulfonamide

[1915] A solution of tert-butyl (3S,4R)-3-fluoro-4-[[3-fluoro-4-[[4-(4-hydroxy-4-methyl-l-pi peridyl)-5- (trifluoromethyl)pyrimidin-2-yl]amino]phenyl]sulfonylamino]p iperidine-l-carboxylate (50 mg, 76.8 pmol) in DCM (0.9 mL) and TFA (0.3 mL) was stirred at 30 °C for 0.5 hr. On completion, the reaction was concentrated in vacuo to give the title compound (50 mg, 97% yield, TFA) as yellow oil. LC-MS (ESI ⁺ ) m/z 551.2 (M+H) ⁺ . Synthesis of l-[4-(2,6-Dioxo-3-piperidyl)-3,5-difhioro-phenyl]piperidine- 4-carbaldehyde

(Intermediate TL)

Step 1 - 2,6-Dibenzyloxy-3-(4-bromo-2,6-difluoro-phenyl)pyridine

[1916] A mixture of 5-bromo-l,3-difluoro-2-iodo-benzene (3 g, 9.41 mmol, CAS# 160976-02-3), 2,6- dibenzyloxy-3-(4,4,5,5-tetramethyl-l,3,2-dioxaborolan-2-yl)p yridine (3.14 g, 7.53 mmol, CAS# 2152673- 80-6), Pd(dppf)C12.CH ₂ C12 (768 mg, 940 pmol), and K ₂ CO ₃ (3.90 g, 28.2 mmol) in dioxane (30 mL) and H ₂ O (6 mL) was degassed and purged with N2 three times. Then the mixture was stirred at 80 °C for 2 hrs under N 2 atmosphere. On completion, the reaction was filtered directly and filtrate was diluted with EA ( 10 mL). The organic layer was washed with brine (10 mLX 2), dried over Na ₂ SO4 and concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate=80: 1 to 50: 1) to give the title compound (1.1 g, 24% yield) as colorless oil. LC-MS (ESI ⁺ ) m/z 482 (M+H) ⁺ .

Step 2 - 2,6-Dibenzyloxy-3-[4-[4-(dimethoxymethyl)-l-piperidyl]-2,6-d ifluoro-phenyl]pyridine

[1917] A mixture of 2,6-dibenzyloxy-3-(4-bromo-2,6-difluoro-phenyl)pyridine (1.65 g, 3.42 mmol) , 4- (dimethoxymethyl)piperidine (817 mg, 5.13 mmol, CAS# 188646-83-5), CS2CO3 (3.34 g, 10.2 mmol), 1,3- bis [2,6-bis(l-propylbutyl)phenyl]-4,5-dichloro-2H-imidazol-l-iu m-2-ide;3-chloropyridine dichloropalladium (332 mg, 342 pmol) in dioxane (15 mL) was degassed and purged with N2 three times. Then the mixture was stirred at 110 °C for 4 hrs under N2 atmosphere. On completion, the reaction was filtered directly and filtrate was diluted with EA (30 mL). The organic layer was washed with H ₂ O (20 mL X 2), dried over Na ₂ SO ₄ and concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate=20:l to 10:1) to give the title compound (1.2 g, 62% yield) as white solid. ¹ H NMR (400 MHz, DMSO-A) δ 7.58 (d, J = 8.0 Hz, 1H), 7.45 - 7.23 (m, 10H), 6.66 (d, 11.6

Hz, 2H), 6.52 (d, J= 8.0 Hz, 1H), 5.34 (d, J= 8.0 Hz, 4H), 4.07 (d, J= 6.8 Hz, 1H), 3.81 (d, J= 12.8 Hz, 2H), 3.32 (s, 1H), 3.27 (s, 5H), 2.77 - 2.67 (m, 2H), 1.84 - 1.73 (m, 1H), 1.68 (d, J = 13.2 Hz, 2H), 1.33 - 1.21 (m, 2H); LC-MS (ESI ⁺ ) m/z 561.4 (M+H) ⁺ .

Step 3 - 3-[4-[4-(Dimethoxymethyl)-l-piperidyl]-2,6-difluoro-phenyl]p iperidine-2, 6-dione

[1918] To a solution of 2,6-dibenzyloxy-3-[4-[4-(dimethoxymethyl)-l-piperidyl]-2,6-d ifluoro- phenyl]pyridine (1.2 g, 2.14 mmol) in THF (10 mL) was added Pd/C (1 g, 939 pmol. 10 wt%) under N2 atmosphere. The suspension was degassed and purged with H2 three times. The mixture was then stirred under H2 (15 Psi) at 20 °C for 12 hrs. On completion, the combined organic phase is filtered directly and filtered was concentrated in vacuo to give the title compound (760 mg, 92% yield) as white solid. LC-MS (ESL) m/z 383.2 (M+H) ⁺ .

Step 4 - l-[4-(2,6-Dioxo-3-piperidyl)-3,5-difluoro-phenyl]piperidine- 4-carbaldehyde

[1919] A solution of 3-[4-[4-(dimethoxymethyl)-l-piperidyl]-2,6-difluoro-phenyl]p iperidine-2, 6-dione (44 mg, 115 pmol) in HCOOH (1 mL) was stirred at 80 °C for 1 hr. On completion, the reaction was concentrated in vacuo to give the title compound (43 mg, 97% yield) as colorless oil. LC-MS (ESI ⁺ ) m/z 355.2 (M+18) ⁺ .

Synthesis of l-[4-(2,6-Dioxo-3-piperidyl)phenyl]piperidine-4-carbaldehyde (Intermediate TM) Step 1 - 2,6-Dibenzyloxy-3-[4-[4-(dimethoxymethyl)-l-piperidyl]phenyl ]pyridine

[1920] To a solution of 2,6-dibenzyloxy-3-(4-bromophenyl)pyridine (2 g, 4.48 mmol, Intermediate SD) and 4-(dimethoxymethyl)piperidine (1.07 g, 6.72 mmol, CAS# 188646-83-5) in dioxane (15 mL) was added Pd2(dba)3 (410 mg, 448 pmol), XPhos (213 mg, 448 pmol) and CS2CO3 (2.92 g, 8.96 mmol), then the mixture was stirred at 100 °C for 16 hrs. On completion, the reaction mixture diluted with water (20 mL) and extracted with EA (80 mL X 2). The combined organic layers were washed with water (50 mL X 2), dried over Na ₂ SO ₄ , filtered and concentrated under reduced pressure. The residue was purified by column chromatography (Silica gel, EA in PE, 8%, v/v) to give the title compound (1.93 g, 82% yield) as white solid. ¹ H NMR (400 MHz, DMSO-t/ ₆ ) δ 7.67 (d,J = 8.0 Hz, 1H), 7.48 - 7.25 (m, 12H), 6.92 (d, J= 8.8 Hz, 2H), 6.51 (d, 8.0 Hz, 1H), 5.75 (s, 1H), 5.37 (d, J= 17.2 Hz, 4H), 4.07 (d, J= 6.4 Hz, 1H), 3.73 (d, ./“

12.4 Hz, 2H), 3.27 (s, 6H), 2.69 - 2.56 (m, 2H), 1.76 - 1.63 (m, 3H), 1.40 - 1.23 (m, 2H).

Step 2 - 3-[4-[4-(Dimethoxymethyl)-l-piperidyl]phenyl]piperidine-2, 6-dione

[1921] To a solution of 2,6-dibenzyloxy-3-[4-[4-(dimethoxymethyl)-l-piperidyl]phenyl ]pyridine (1.9 g, 3.6 mmol) inTHF (20 mL) was added Pd/C (1 g, 939 pmol, 10 wt%), then the mixture was stirred at 25 °C for 16 hrs under H2. On completion, the reaction was filtered and concentrated in vacuo to give the title compound (1.1 g, 88% yield) as white solid. ¹ H NMR (400 MHz, DMSO-^e) δ 10.76 (s, 1H), 7.03 (d, J =

8.4 Hz, 2H), 6.87 (d, J= 8.4 Hz, 2H), 4.08 (d, J= 6.4 Hz, 1H), 3.74 - 3.69 (m, 1H), 3.65 (s, 1H), 3.27 (s, 6H), 2.62 - 2.55 (m, 2H), 2.50 (s, 2H), 2.48 - 2.41 (m, 1H), 2.17 - 2.06 (m, 1H), 2.04 - 1.96 (m, 1H), 1.70 (d, J= 9.6 Hz, 3H), 1.38 - 1.25 (m, 2H).

Step 3 - l-[4-(2,6-Dioxo-3-piperidyl)phenyl]piperidine-4-carbaldehyde

[1922] A mixture of 3-[4-[4-(dimethoxymethyl)-l-piperidyl]phenyl]piperidine-2, 6-dione (50 mg, 144 pmol) in FA (0.5 mL) was stirred at 80 °C for 1 hr. On completion, the reaction was concentrated in vacuo to give the title compound (49 mg, 98% yield, FA) as yellow solid. LC-MS (ESI ⁺ ) m/z 301.0 (M+H) ⁺ .

Synthesis of l-[3-(2,6-Dioxo-3-piperidyl)-l-methyl-indazol-6-yl]piperidin e-4-carbaldehyde (Intermediate TN)

Step 1 - 6-Bromo-3-iodo-l -methyl- indazole

[1923] To a solution of 6-bromo-l-methyl-indazole (5 g, 23.6 mmol, CAS# 590417-94-0) in DMSO (50 mL) was added NIS (6.40 g, 28.4 mmol) at 25 °C under N2. The reaction was then stirred at 90 °C for 16 hrs under N2. On completion, the reaction was diluted with EA (200 mL). The organic layer was washed with water ( 100 mL X 3), dried over Na ₂ SO ₄ and concentrated in vacuo. The residue was purified by column chromatography (SiO ₂ , Petroleum ether/Ethyl acetate- 100/ 1 to 20/1) to give the title compound (7.98 g, 100% yield) as yellow solid. ¹ H NMR (400 MHz, DMSO-A) δ 8.03 (s, 1H), 7.38 - 7.29 (m, 2H), 4.05 (s, 3H); LC-MS (ESI ⁺ ) m/z 336.6 (M+H) ⁺ .

Step 2 - 6-Bromo-3-(2,6-dibenzyloxy-3-pyridyl)-l-methyl-indazole

[1924] To a solution of 6-bromo-3-iodo-l-methyl-indazole (3 g, 8.90 mmol), 2,6-dibenzyloxy-3- (4,4,5,5-tetramethyl-l,3,2-dioxaborolan-2-yl)pyridine (3.72 g, 8.90 mmol, CAS# 2152673-80-6) and Pd(dppf)C12 (6.51 g, 8.90 mmol) in dioxane (30 mL) and H ₂ O (6 mL) was added K ₂ CO ₃ (3.69 g, 26.7 mmol). The reaction was then stirred at 80 °C for 2 hrs under N2. On completion, the reaction was diluted with EA (80 mL). The organic layer was washed with water (80 mL X 2), dried over Na ₂ SO ₄ and concentrated in vacuo. The residue was purified by flash silica gel chromatography (ISCO®; 80 g SepaFlash® Silica Flash Column, Eluent of 0—10% Ethyl acetate/Petroleum ether gradient @ 100 mL/min) to give the title compound (2.92 g, 65% yield) as yellow solid. ¹ H NMR (400 MHz, DMSO-de) δ 7.96 (d, J= 1.2 Hz, 1H), 7.91 (d, J= 8.0 Hz, 1H), 7.62 (d, J= 8.4 Hz, 1H), 7.49 - 7.45 (m, 2H), 7.41 - 7.28 (m, 8H), 7.12 (dd, J= 1.6, 8.4 Hz, 1H), 6.60 (d, J = 8.0 Hz, 1H), 5.44 (d, J = 8.0 Hz, 4H), 4.05 (s, 3H); LC-MS (ESH) m/z 501.8 (M+H) ⁺ .

Step 3 - 3-(2,6-Dibenzyloxy-3-pyridyl)-6-[4-(dimethoxymethyl)-l -piperidyl]- 1-methyl-indazole

[1925] To a solution of 6-bromo-3-(2,6-dibenzyloxy-3-pyridyl)- 1-methyl-indazole (1 g, 2.00 mmol), 4-(dimethoxymethyl)piperidine (477 mg, 3.00 mmol, CAS# 188646-83-5) and XantPhos Pd G3 (189 mg, 199 pmol) in dioxane (15 mL) was added CS2CO3 (1.95 g, 6.00 mmol). The reaction was then stirred at 110 °C for 16 hrs under N2. On completion, the reaction was diluted with EA (50 mL). The organic layer was washed with water (50 mL X 2), dried over Na ₂ SO ₄ and concentrated in vacuo. The residue was purified by flash silica gel chromatography (ISCO®; 20 g SepaFlash® Silica Flash Column, Eluent of 0-30% Ethyl acetate/Petroleum ether gradient @ 80 mL/min) to give the title compound (835 mg, 72% yield) as yellow oil. ¹ H NMR (400 MHz, DMSO-<4) δ 7.88 (d, J= 8.0 Hz, 1H), 7.49 - 7.28 (m, 11H), 6.84 - 6.76 (m, 2H), 6.56 (d, J = 8.0 Hz, 1H), 5.43 (d, J= 13.2 Hz, 4H), 4.10 (d, J = 6.4 Hz, 1H), 3.95 (s, 3H), 3.79 (d, J= 12.4 Hz, 2H), 3.28 (s, 6H), 2.72 - 2.65 (m, 2H), 1.80 - 1.70 (m, 3H), 1.44 - 1.31 (m, 2H); LC-MS (ESI ⁺ ) m/z 579.3 (M+H) ⁺ .

Step 4 - 3-[6-[4-(Dimethoxymethyl)-l-piperidyl]-l-methyl-indazol-3-yl ]piperidine-2, 6-dione

[1926] To a solution of 3-(2,6-dibenzyloxy-3-pyridyl)-6-[4-(dimethoxymethyl)-l-piper idyl]-l- methyl- indazole (400 mg, 691 pmol) in THF (20 mL) was added Pd/C (300 mg, 281 pmol, 10 wt%) under H2. The suspension was degassed under vacuum and purged with H2 several times. The mixture was then stirred under H2 (15 psi) at 25 °C for 16 hrs. On completion, the reaction mixture was filtered and the filtrated was concentrated in vacuo to give the title compound (250 mg, 90% yield) as yellow oil. ¹ H NMR (400 MHz, DMSO-t/g) δ 10.84 (s, 1H), 1A1 (d, J= 9.2 Hz, 1H), 6.89 (dd, J= 1.6, 8.8 Hz, 1H), 6.82 (s, 1H), 4.29 - 4.21 (m, 2H), 4.10 (d, J= 6.8 Hz, 1H), 3.88 (s, 3H), 3.83 - 3.77 (m, 2H), 3.28 (s, 6H), 3.25 - 3.23 (m, 1H), 2.72 - 2.65 (m, 2H), 2.42 (t, J = 8.0 Hz, 1H), 2.20 - 2.08 (m, 2H), 1.73 (d, J = 10.4 Hz, 2H), 1.43 - 1.31 (m, 2H); LC-MS (ESI ⁺ ) m/z 401.0 (M+H) ⁺ .

Step 5 - l-[3-(2,6-Dioxo-3-piperidyl)-l-methyl-indazol-6-yl]piperidin e-4-carbaldehyde

[1927] A mixture of 3-[6-[4-(dimethoxymethyl)-l-piperidyl]-l-methyl-indazol-3-yl ]piperidine-2,6- dione (60mg, 149 pmol) in HCOOH (1.5 mL) was stirred at 70 °C for 1 hr. On completion, the reaction was concentrated in vacuo to give the title compound (53 mg, 99% yield) as brown oil. LC-MS (ESI ⁺ ) m/z 373.0 (M+18+H) ⁺ .

Example 2. Preparation of Compounds of the Invention (Method 1) Synthesis of N- [(lR)-2- [4- [ [4- [l-(2,6-dioxo-3-piperidyl)-3-methyl-2-oxo-benzimidazol-4-yl] piperazin

-l-yl]methyl]cyclohexoxy]-l-methyl-ethyl]-4-[[4-[(3S)-3-h ydroxy-3-methyl-l-piperidyl]-5-

(trifhioromethyl)pyrimidin-2-yl]amino]-3-methyl-benzenesu lfonamide (1-766)

[1928] To a solution of 3-[4-[4-[[4-[(2R)-2-aminopropoxy]cyclohexyl]methyl]piperazin -l-yl]-3-methyl- 2-oxo-benzimidazol-l-yl]piperidine-2, 6-dione (55.0 mg, 87.7 pmol, Intermediate NZ) in DCM (1 mL) was added TEA(8.88 mg, 87.7 pmol) until the pl 1 8-10. Then 4-[[4-[(3S)-3-hydroxy-3-methyl-l-piperidyl]-5- (trifluoromethyl)pyrimidin-2-yl]amino]-3-methyl-benzenesulfo nyl chloride (33.0 mg, 70.9 pmol, Intermediate OA) was added and the mixture was stirred at 25 °C for 0.5 hr. On completion, the mixture was concentrated in vacuo to give the residue. The residue was purified by prep-HPLC (column: Waters xbridge 150*25mm lOum; mobile phase: [water( NH4HCO3)-ACN];gradient:42%-72% B over 18 min) to give the title compound (11.3 mg, 13% yield) as white solid. ’H NMR (400 MHz, DMSO-^e) δ 11.09 (s, 1H), 9.09 (s, 1H), 8.34 (s, 1H), 7.88 (d, J= 8.8 Hz, 1H), 7.64 (s, 1H), 7.62 - 7.58 (m, 1H), 7.47 (d, J= 7.6 Hz, 1H), 7.00 - 6.95 (m, 1H), 6.92 (s, 1H), 6.90 - 6.86 (m, 1H), 5.35 (dd, J= 5.2, 12.4 Hz, 1H), 4.47 (s, 1H), 3.60 (s, 3H), 3.41 (d, J= 12.8 Hz, 1H), 3.26 (d, J= 12.4 Hz, 3H), 3.15 - 3.10 (m, 1H), 3.01 - 2.78 (m, 7H), 2.71 - 2.62 (m, 4H), 2.33 (s, 3H), 2.08 (d, J= 6.8 Hz, 2H), 2.02 - 1.93 (m, 2H), 1.87 - 1.78 (m, 3H), 1.78 - 1.69 (m, 3H), 1.56 (d, J= 2.8 Hz, 2H), 1.50 - 1.31 (m, 3H), 1.23 (s, 1H), 1.04 (s, 3H), 0.99 (d, J = 14.4 Hz, 2H), 0.92 (d, J= 6.4 Hz, 3H), 0.80 - 0.76 (m, 1H); LC-MS (ESI+) m/z 941.3 (M+H) ⁺ .

Table 2. Compounds synthesized via Method 1, with the coupling of the corresponding amines and sulfonyl chlorides. reaction was run anywhere from 25-50 °C for 0.5-3 hrs. The final compounds were purified via standard techniques including prep-HPLC and various chromatography techniques. ^b The product of the coupling was further deprotected with HC1 in dioxane or MeOH for 0.5-2 hr at 35-40 °C. The final cmpd was purified by prep-HPLC.

Example 3. Preparation of Compounds of the Invention (Method 4) Synthesis of 3- [4- [4- [2- [4- [4- [(7 ^† -Cyclopentyl-6 ^† -oxo-spiro [cyclopropane-1, 5 ^† -pyrrolo [2,3- d]pyrimidine]-2 ^† -yl)amino]-3-methyl-phenyl]sulfonyl-l-piperidyl]ethyl] piperazin-l-yl]-3-methyl-2- oxo-benzimidazol-l-yl]piperidine-2, 6-dione (1-50)

Step 1 - 3-[4-[4-[2-[4-[4-[(7 ^† -Cyclopentyl-6 ^† -oxo-spiro[cyclopropane-l,5 ^† -pyrrolo[2,3-d]pyrimidine]- 2 ^† - yl)amino]-3-methyl-phenyl]sulfonyl-l-piperidyl]ethyl]piperaz in-l-yl]-3-methyl-2-oxo-benzimidazol-l- yl]-l-[(4-methoxyphenyl)methyl]piperidine-2, 6-dione

[1929] To a solution of l-[(4-methoxyphenyl)methyl]-3-(3-methyl-2-oxo-4-piperazin-l- yl-benzimidazol- 1-yl) piperidine-2, 6-dione (105 mg, 182 umol, TFA, Intermediate OU) in ACN (2 mL) was added DIEA (95.2 uL, 546 umol). Then 2-[4-[4-[(7 ^† -cyclopentyl-6 ^† -oxo-spiro[cyclopropane-l,5 ^† -pyrrolo [2,3- d]pyrimidine]-2 ^† -yl)amino]-3-methyl-phenyl]sulfonyl-l-piperidyl]ethyl methanesulfonate (110 mg, 182 umol, Intermediate OT) was added, and the mixture was stirred at 50 °C for 10 hrs. On completion, the mixture was filtered and the filtrate was concentrated in vacuo to give the residue. The residue was purified byprep-HPLC (column: Phenomenex luna C18 150*25mm* lOum: mobile phase: [water (FA)-ACN]; B%: 25%-55%, 8min) to give the title compound (25.0 mg, 14 % yield) as white solid. ¹ H NMR (400 MHz, DMSO-<A) 5 8.94 (s, 1H), 8.01 - 7.95 (m, 2H), 7.66 (d, J = 1.6 Hz, 1H), 7.63 - 7.58 (m, 1H), 7.20 (d, J = 8.8 Hz, 2H), 6.94 - 6.89 (m, 2H), 6.87 - 6.82 (m, 2H), 6.81 - 6.73 (m, 1H), 5.52 - 5.47 (m, 1H), 4.84 - 4.70 (m, 3H), 3.72 (s, 3H), 3.61 (s, 3H), 3.08 - 2.92 (m, 8H), 2.80 - 2.71 (m, 4H), 2.37 (s, 4H), 2.15 - 2.00 (m, 6H), 1.94 - 1.73 (m, 9H), 1.71 - 1.67 (m, 3H), 1.56 - 1.48 (m, 6H). LC-MS (ESI ⁺ ) m/z 971.4 (M+H) ⁺ .

Step 2 - 3-[4-[4-[2-[4-[4-[(7 ^† -Cyclopentyl-6 ^† -oxo-spiro[cyclopropane-l,5 ^† -pyrrolo[2,3-d]pyrimidine] -2 ^† - yl)amino]-3-methyl-phenyl]sulfonyl-l-piperidyl]ethyl]piperaz in-l-yl]-3-methyl-2-oxo-benzimidazol-l- yl]piperidine-2, 6-dione

[1930] A solution of 3-[4-[4-[2-[4-[4-[(7 ^† -cyclopentyl-6 ^† -oxo-spiro[cyclopropane-l,5 ^† -pyrrolo[2,3-d] pyrimidine]-2 ^† -yl)amino]-3-rnethyl-phenyl]sulfonyl- 1 -piperidyl]ethyl]piperazin- 1 -yl]-3-methyl-2-oxo- benzimidazol- 1 -yl]- 1 - [(4-methoxyphenyl)methyl]piperidine-2, 6-dione (20.0 mg, 20.6 umol) in TEA ( 1 mL) and TfOH (0.3 mL) was stirred at 70 °C for 1 hr. On completion, the mixture was concentrated in vacuo to give the residue. The residue was diluted with ACN ( 1 mL) and then TEA was added to adjust pH=2-3. The residue was purified by prep-HPLC (column: Welch Ultimate C18 150*25mm*5um; mobile phase: [water (NbUHCOij-ACN]; B%: 34%-64%, lOmin) to give the title compound (4.45 mg, 25% yield) as white solid. ¹ H NMR (400 MHz, DMSO-i/e) δ 11.08 (s, 1H), 8.92 (s, 1H), 7.96 (t, J = 4.4 Hz, 2H), 7.65 (s, 1H), 7.60 (d, J= 8.0 Hz, 1H), 6.99 - 6.93 (m, 1H), 6.92 - 6.85 (m, 2H), 5.35 - 5.31 (m, 1H), 4.74 - 4.69 (m, 1H), 3.60 (s, 3H), 3.18 - 3.09 (m, 2H), 2.99 - 2.83 (m, 8H), 2.69 - 2.65 (m, 2H), 2.43 (s, 4H), 2.36 (s, 3H), 2.11 - 2.04 (m, 2H), 1.97 (s, 2H), 1.96 - 1.89 (m, 2H), 1.84 - 1.67 (m, 9H), 1.57 - 1.47 (m, 6H). LC-MS (ESI ⁺ ) m/z 851.3 (M+H) ⁺ .

Example 4. Preparation of Compounds of the Invention (Method 7)

Synthesis of 3-[5-[l-[[4-[3-[4-[(6-Chloro-8-cyclopentyl-7-oxo-pyrido[2,3- d]pyrimidin-2-yl)aniino]- 3- methyl-phenyl]sulfonylpropoxy]cyclohexyl]methyl]-4-piperidyl ]-3-methyl-2-oxo-benziniidazol-l- yl]piperidine-2, 6-dione (1-3)

[1931] To a solution of 4-[3-[4-[(6-chloro-8-cyclopentyl-7-oxo-pyrido[2,3-d]pyrimidi n-2-yl)amino] -3- methyl-phenyl]sulfonylpropoxy]cyclohexanecarbaldehyde (31.0 mg, 52.8 umol, Intermediate CX) in THF (1 mL) was added KOAc (51.8 mg, 527 umol) and 3-[3-methyl-2-oxo-5-(4-piperidyl)benzimidazol- 1- yl]piperidine-2, 6-dione (19.8 mg, 58.0 umol, Intermediate DB) at 0 °C. After 30 minutes, NaBH(OAc)3 (5.60 mg, 26.4 umol) was added dropwise at 0 °C and the mixture was stirred at 0 °C for 2 hrs. On completion, the mixture was filtered and concentrated in vacuo to give a residue. The residue was purified byprep-HPLC (column: Phenomenex luna C18 150*25mm* lOum: mobile phase: [water (FA)-ACN]; B%: 22%-52%, 15 min) to give the title compound (8.58 mg, 17% yield, FA salt) as a white solid. ^† H NMR (400 MHz, DMSO-4) 5 11.09 (s, 1H), 9.74 (s, 1H), 8.77 (s, 1H), 8.19 (s, 1H), 7.85 - 7.78 (m, 2H), 7.72 (d, J= 8.4 Hz, 1H), 7.09 (s, 1H), 6.99 (d, J = 8.4 Hz, 1H), 6.89 (d, J = 8.0 Hz, 1H), 5.80 - 5.69 (m, 1H), 5.33 (dd, ./ - 5.2, 12.8 Hz, 1H), 3.32 (s, 3H), 3.30 (s, 2H), 3.12 - 2.99 (m, 2H), 2.88 (d, J= 10.0 Hz, 2H), 2.72 - 2.61 (m, 4H), 2.37 (s, 3H), 2.12 - 2.07 (m, 2H), 2.04 (d, J = 7.2 Hz, 2H), 1.91 - 1.87 (m, 3H), 1.79 - 1.64 (m, 14H), 1.53 - 1.37 (m, 4H), 1.10 - 1.00 (m, 2H), 0.86 - 0.75 (m, 2H). LC-MS (ESI ⁺ ) m/z 913.8 (M+H) ⁺ .

Table 3: Compounds synthesized via Method 7, the reductive amination of the corresponding amines and aldehyde/ketones. ^a The reductive amination was performed under standard conditions from -10 C to 25 °C for 1-2 hrs. TEA and HOAc were also used as the base in place of KO Ac. The final products were purified under standard techniques including prep-HPLC and chromatography. ^b The product of the reductive amination was further deprotected with TfOH/TFA at 70 °C for 0.5-1 hr. The final compound was then purified via prep-HPLC. ^c The 1H NMR data was reported with CD3OD as the solvent.

Example 5. Preparation of Compounds of the Invention (Alternative Methods)

Syntheses of N- [4- [ [4- [3-chloro-4- [(3S)-2,6-dioxo-3-piperidyl] phenyl] pipe razin-1- yl]methyl]cyclohexyl]-4-[[4-[(3S)-3-hydroxy-3-methyl-l-piper idyl]-5-(trifluoromethyl)pyrimidin-2- yl]amino]-3-methyl-benzenesulfonamide (1-809) and N-[4-[[4-[3-chloro-4-[(3R)-2,6-dioxo-3- piperidyl] phenyl] piperazin-l-yl]methyl]cyclohexyl]-4-[[4-[(3S)-3-hydroxy-3-me thyl-l-piperidyl]-5- (trifluoromethyl)pyrimidin-2-yl]amino]-3-niethyl-benzenesulf onaniide (1-817)

[1932] N-[4-[[4-[3-chloro-4-(2,6-dioxo-3-piperidyl)phenyl]piperazin -l-yl]methyl]cyclohexyl]-4-[[4-

[(3S)-3-hydroxy-3-methyl-l-piperidyl]-5-(trifluoromethyl) pyrimidin-2-yl]amino]-3-methyl- benzenesulfonamide (250 mg, 295 pmol, 1-745) was separated by SFC (column: REGIS (R,R)WHELK- Ol(250mm*25mm, 10 um);mobile phase: [CO2-ACN/MeOH(0.1% NH3'H ₂ O)];B%:70%, isocratic elution mode) to give two peaks. The absolute stereochemistry of the diastereomers was assigned arbitrarily. N- [4-[[4-[3-chloro-4-[(3S)-2,6-dioxo-3-piperidyl]phenyl]pipera zin-l-yl]methyl]cyclohexyl]-4-[[4-[(3S)-3- hydroxy-3-methyl-l-piperidyl]-5-(trifluoromethyl)pyrimidin-2 -yl]amino]-3-methyl-benzenesulfonamide (99.5 mg, 40% yield, peak 1) was further purified by prep-HPLC (column: Waters xbridge 150*25mm 10um;mobile phase: [water(NH4HCO3)-ACN];gradient:46%-76% B over 10 min) to give N-[4-[[4-[3- chloro-4-[(3S)-2,6-dioxo-3-piperidyl]phenyl]piperazin-l-yl]m ethyl]cyclohexyl]-4-[[4-[(3S)-3-hydroxy-3- methyl- 1 -piperidyl]-5-(trifluoromethyl)pyrimidin-2-yl]amino]-3-methy l-benzenesulfonamide (99.5 mg, 40% yield) as white solid. >H NMR (400 MHz, DMSO-d ₆ ) δ 10.82 (s, 1H), 9.09 (s, 1H), 8.34 (s, 1H), 7.82 (d, J = 8.4 Hz, 1H), 7.64 (d, J= 2.0 Hz, 1H), 7.60 - 7.57 (m, 1H), 7.52 (s, 1H), 7.10 (d, J = 8.8 Hz, 1H), 6.91 (d, J = 2.4 Hz, 1H), 6.87 - 6.84 (m, 1H), 4.45 (s, 1H), 4.05 - 4.01 (m, , 1H), 3.65 - 3.56 (m, 1H), 3.41 - 3.38 (m, 1H), 3.28 - 3.20 (m, 2H), 3.11 (s, 4H), 2.91 - 2.82 (m, 1H), 2.78 - 2.66 (m, 1H), 2.47 - 2.46 (m, 1H), 2.39 (s, 4H), 2.32 (s, 3H), 2.23 - 2.19 (m, 1H), 2.04 - 2.03 (m, 2H), 1.98 - 1.86 (m, 1H), 1.80 - 1.73 (m, 1H), 1.72 - 1.62 (m, 4H), 1.59 - 1.51 (m, 2H), 1.45 - 1.31 (m, 2H), 1.19 - 1.08 (m, 2H), 1.03 (s, 3H), 0.85 - 0.71 (m, 2H); LC-MS (ES1 ⁺ ) m/z 847.1 (M+H) ⁺ .

[1933] N-[4-[[4-[3-chloro-4-[(3R)-2,6-dioxo-3-piperidyl]phenyl]pipe razin-l-yl]methyl] cyclohexyl]-4- [[4-[(3S)-3-hydroxy-3-methyl-l-piperidyl]-5-(trifluoromethyl ) pyrimidin-2-yl]amino]-3-methyl- benzenesulfonamide (100 mg, 118 ptnol, peak 2) was further purified by prep-HPLC (column: Waters xbridge 150*25mm 10um;mobile phase: [water(NH4HCO3)-ACN];gradient:46%-76% B over 10 min) to give N-[4-[[4-[3-chloro-4-[(3R)-2,6-dioxo-3-piperidyl]phenyl]pipe razin-l-yl]methyl]cyclohexyl]-4-[[4- [(3S)-3-hydroxy-3-methyl-l-piperidyl]-5-(trifluoromethyl)pyr imidin-2-yl]amino]-3-methyl- benzenesulfonamide (78.1 mg, 78% yield) as white solid. ¹ H NMR (400 MHz, DMSO-tZe) δ 10.82 (s, 1H), 9.09 (s, 1H), 8.34 (s, 1H), 7.83 (d, 7 - 8.4 Hz, 1H), 7.64 (cl, 7 - 2.0 Hz, 1H), 7.60 - 7.57 (m, 1H), 7.52 (d,J = 6.0 Hz, 1H), 7.10 (d, J= 8.8 Hz, 1H), 6.91 (d, J= 2.4 Hz, 1H), 6.87 - 6.84 (m, 1H), 4.45 (s, 1H), 4.05 - 4.01 (m, 1H), 3.61 - 3.58 (m, 1H), 3,41 - 3.38 (m, 1H), 3.28 - 3,20 (m, 2H), 3.11 (s, 4H), 2.92 - 2.82 (m, 1H), 2.78 - 2.67 (m, 1H), 2.47 - 2.46 (m, 1H), 2.39 (s, 4H), 2.32 (s, 3H), 2.23 - 2.19 (m, 1H), 2.04 - 2.03 (m, 2H), 1.97 - 1.88 (m, 1H), 1.80 - 1.73 (m, 1H), 1.69 - 1.62 (m, 4H), 1.59 - 1.50 (m, 2H), 1.46 - 1.30 (m, 2H), 1.20 - 1.07 (m, 2H), 1.03 (s, 3H), 0.85 - 0.70 (m, 2H); LC-MS (ESH) m/z 847.1 (M+H) ⁺ .

Example 6. CDK2 degradation in MKN1 cells

[1934] Degradation of CDK2 in MKN1 cells was measured using AlphaLISA technology (PerkinElmer ALSU-TCDK2-A10K). MKN1 cells were maintained in RPMI1640 medium containing 10% FBS + IX penn/strep. Cells were seeded in 96-well plates (Coming 3599) at a density of 2e4 cells per well in 80 pL of fresh complete growth medium. Cells were incubated overnight at 37°C, 5% CO2. Compounds were then added to the cell assay plates with a final top concentration of 10 pM in a 1 :5 dilution series with a total of 11 doses (0.001 nM - 10 pM). The final volume per well was 160 pL and the final DMSO concentration was 0.1%. Additionally, wells containing no cells and only complete growth medium were also maintained on the cell assay plates (‘no cell’ wells) and processed along with experimental wells. After 14 hour-incubation at 37°C, 5% CO2, the medium was removed and the cells were washed once with 100 pL of IX PBS. Following removal of PBS, 40 pL of IX Lysis Buffer containing IX protease and phosphatase inhibitors (Roche 4693116001; Roche 4906837001) were added to each well. The cell assay plate was agitated on a plate shaker at 350 rpm for 10 minutes at room temperature. 10 pL of each cell lysate were transferred to a 384-well plate (PerkinElmer 6007290). 10 pL of control lysates (from PerkinElmer ALSU-TCDK2-A10K kit) were added to separate wells to generate a standard curve. Activation Buffer was prepared by diluting 25 -fold in combined Reaction Buffer 1 and Reaction Buffer 2. Acceptor Beads were diluted 50-fold in combined Reaction Buffers. 5 pL of Acceptor Mix were added to each well. The plate was sealed with Topseal-A adhesive film, covered with foil, and incubated in the dark for 1 hour at room temperature. Under subdued light, the Donor Beads were diluted 50-fold in Dilution Buffer. 5 pL of Donor Mix were added to each well under subdued light. The plate was sealed with Topseal- A adhesive film, covered with foil, and incubated in the dark for 1 hour at room temperature. Under subdued light, the plates were analyzed on an EnVision Microplate Reader (PerkinElmer Model 2009-0030). The average signal from ‘no cell’ wells was subtracted from the signal in experimental wells prior to calculating Alpha signal for test compounds and negative control (0.1% DMSO). The data were analyzed using Xlfit (v5. 3. 1. 3) and the dose-dependent CDK2 degradation data were fit using a four-parameter logistic model to calculate DC50.

[1935] Table 4 shows the results of CDK2 degradation in MKN1 cells. The letter codes for CDK2 degraderation include: A (<100 nM), B (>100 - 500 nM), C (>500 - 1000 nM), D (>1000 nM), and E (not achieved). The letter codes for average Dmax% include: A (>75%), B (>50% - 75%), C (>25% - 50%), D (<25%) and E (not tested).

Table 4. CDK2 degradation in MKN1 cells

[1936] While we have described a number of embodiments of this invention, it is apparent that our basic examples may be altered to provide other embodiments that utilize the compounds and methods of this invention. Therefore, it will be appreciated that the scope of this invention is to be defined by the appended claims rather than by the specific embodiments that have been represented by way of example.