Isoquinolin-3-yl carboxamides and preparation and use thereof

1. A method of treating cancer in a patient, wherein the cancer is selected from: breast cancers, colorectal cancers, tumors of the hematopoietic and lymphoid tissues, liver cancers, lung cancers, ovarian cancers, pancreatic cancers, and prostate cancers, the method comprising administering to the patient a therapeutically effective amount of a compound of Formula I, or a pharmaceutically acceptable salt thereof:

wherein:

R 1 , R 2 , R 4 , and R 5 are independently selected from the group consisting of H, halide, amino, unsubstituted —(C 1-3 haloalkyl), and unsubstituted —(C 1-3 alkyl);

R 3 is selected from the group consisting of:

wherein each of R 7 -R 35 is, independently, a substituent as defined anywhere herein or a single bond connecting R 3 to the isoquinoline ring; wherein only one of R 7 -R 10 (when present) is a bond, only one of R 11 -R 14 (when present) is a bond, only one of R 15 -R 17 (when present) is a bond, only one of R 18 -R 20 (when present) is a bond, only one of R 21 -R 23 (when present) is a bond, only one of R 24 -R 26 (when present) is a bond, only one of R 27 -R 29 (when present) is a bond, only one of R 30 -R 31 (when present) is a bond, only one of R 32 -R 33 (when present) is a bond, and only one of R 34 -R 35 (when present) is a bond; wherein any one of the nitrogen atoms attached to R 7 , R 11 , R 15 , R 18 , or R 21 can serve as the point of attachment of R 3 to the isoquinoline ring; wherein any one of the carbon atoms attached to R 8 , R 9 , R 10 , R 12 , R 13 , R 14 , R 16 , R 17 , R 19 , R 20 , R 22 , R 23 , R 24 , R 25 , R 26 , R 27 , R 28 , R 29 , R 30 , R 31 , R 32 , R 33 , R 34 , or R 35 can serve as the point of attachment of R 3 to the isoquinoline ring; as that:

when the nitrogen atom to which R 7 is attached serves as the point of attachment of R 3 to the isoquinoline ring, then R 7 is a single bond connecting R 3 to the isoquinoline ring;

when the carbon atom to which R 8 is attached serves as the point of attachment of R 3 to the isoquinoline ring, then R 8 is a single bond connecting R 3 to the isoquinoline ring;

when the carbon atom to which R 9 is attached serves as the point of attachment of R 3 to the isoquinoline ring, then R 9 is a single bond connecting R 3 to the isoquinoline ring;

when the carbon atom to which R 10 is attached serves as the point of attachment of R 3 to the isoquinoline ring, then R 10 is a single bond connecting R 3 to the isoquinoline ring;

when the nitrogen atom to which R 11 is attached serves as the point of attachment of R 3 to the isoquinoline ring, then R 11 is a single bond connecting R 3 to the isoquinoline ring;

when the carbon atom to which R 12 is attached serves as the point of attachment of R 3 to the isoquinoline ring, then R 12 is a single bond connecting R 3 to the isoquinoline ring;

when the carbon atom to which R 13 is attached serves as the point of attachment of R 3 to the isoquinoline ring, then R 13 is a single bond connecting R 3 to the isoquinoline ring;

when the carbon atom to which R 14 is attached serves as the point of attachment of R 3 to the isoquinoline ring, then R 14 is a single bond connecting R 3 to the isoquinoline ring;

when the nitrogen atom to which R 15 is attached serves as the point of attachment of R 3 to the isoquinoline ring, then R 15 is a single bond connecting R 3 to the isoquinoline ring;

when the carbon atom to which R 16 is attached serves as the point of attachment of R 3 to the isoquinoline ring, then R 16 is a single bond connecting R 3 to the isoquinoline ring;

when the carbon atom to which R 17 is attached serves as the point of attachment of R 3 to the isoquinoline ring, then R 17 is a single bond connecting R 3 to the isoquinoline ring;

when the nitrogen atom to which R 18 is attached serves as the point of attachment of R 3 to the isoquinoline ring, then R 18 is a single bond connecting R 3 to the isoquinoline ring;

when the carbon atom to which R 19 is attached serves as the point of attachment of R 3 to the isoquinoline ring, then R 19 is a single bond connecting R 3 to the isoquinoline ring;

when the carbon atom to which R 20 is attached serves as the point of attachment of R 3 to the isoquinoline ring, then R 20 is a single bond connecting R 3 to the isoquinoline ring;

when the nitrogen atom to which R 21 is attached serves as the point of attachment of R 3 to the isoquinoline ring, then R 21 is a single bond connecting R 3 to the isoquinoline ring;

when the carbon atom to which R 22 is attached serves as the point of attachment of R 3 to the isoquinoline ring, then R 22 is a single bond connecting R 3 to the isoquinoline ring;

when the carbon atom to which R 23 is attached serves as the point of attachment of R 3 to the isoquinoline ring, then R 23 is a single bond connecting R 3 to the isoquinoline ring;

when the carbon atom to which R 24 is attached serves as the point of attachment of R 3 to the isoquinoline ring, then R 24 is a single bond connecting R 3 to the isoquinoline ring;

when the carbon atom to which R 25 is attached serves as the point of attachment of R 3 to the isoquinoline ring, then R 25 is a single bond connecting R 3 to the isoquinoline ring;

when the carbon atom to which R 26 is attached serves as the point of attachment of R 3 to the isoquinoline ring, then R 26 is a single bond connecting R 3 to the isoquinoline ring;

when the carbon atom to which R 27 is attached serves as the point of attachment of R 3 to the isoquinoline ring, then R 27 is a single bond connecting R 3 to the isoquinoline ring;

when the carbon atom to which R 28 is attached serves as the point of attachment of R 3 to the isoquinoline ring, then R 28 is a single bond connecting R 3 to the isoquinoline ring;

when the carbon atom to which R 29 is attached serves as the point of attachment of R 3 to the isoquinoline ring, then R 29 is a single bond connecting R 3 to the isoquinoline ring;

when the carbon atom to which R 30 is attached serves as the point of attachment of R 3 to the isoquinoline ring, then R 30 is a single bond connecting R 3 to the isoquinoline ring;

when the carbon atom to which R 31 is attached serves as the point of attachment of R 3 to the isoquinoline ring, then R 31 is a single bond connecting R 3 to the isoquinoline ring;

when the carbon atom to which R 32 is attached serves as the point of attachment of R 3 to the isoquinoline ring, then R 32 is a single bond connecting R 3 to the isoquinoline ring;

when the carbon atom to which R 33 is attached serves as the point of attachment of R 3 to the isoquinoline ring, then R 33 is a single bond connecting R 3 to the isoquinoline ring;

when the carbon atom to which R 34 is attached serves as the point of attachment of R 3 to the isoquinoline ring, then R 34 is a single bond connecting R 3 to the isoquinoline ring;

when the carbon atom to which R 35 is attached serves as the point of attachment of R 3 to the isoquinoline ring, then R 35 is a single bond connecting R 3 to the isoquinoline ring;

R 6 is selected from the group consisting of -phenyl substituted with 1-5 R 36 , —(C 1-3 alkylene) p pyridinyl optionally substituted with 1-6 R 37 , and a 6-10 membered heteroaryl optionally substituted with 1-6 R 37 ; wherein the carbonyl of Formula I is attached to an aromatic ring of the heteroaryl; wherein —(C 1-3 alkylene) is optionally substituted with one or more substituents as defined anywhere herein;

R 7 is selected from the group consisting of a single bond, unsubstituted —(C 1-9 alkyl), unsubstituted —(C 2-9 alkenyl), unsubstituted —(C 2-9 alkynyl), unsubstituted —(C 1-9 haloalkyl), —(C 1-4 alkylene)N(R 48 ) 2 , —(C 1-4 alkylene)OR 49 , —C(═O)N(R 48 ) 2 , —(C 1-4 alkylene) p heterocyclyl optionally substituted with 1-10 R 38 , and -carbocyclyl optionally substituted with 1-12 R 39 ; wherein —(C 1-4 alkylene) is optionally substituted with one or more substituents as defined anywhere herein;

R 8 , R 9 , and R 10 are independently selected from the group consisting of a single bond, H, halide, unsubstituted —(C 1-9 alkyl), unsubstituted —(C 2-9 alkenyl), unsubstituted —(C 2-9 alkynyl), unsubstituted —(C 1-9 haloalkyl), —(C 1-4 alkylene) p N(R 48 ) 2 , —(C 1-4 alkylene) p OR 49 , —C(═O)N(R 48 ) 2 , —(C 1-4 alkylene) p heterocyclyl optionally substituted with 1-10 R 38 , and -carbocyclyl optionally substituted with 1-12 R 39 ; wherein each —(C 1-4 alkylene) is, independently, optionally substituted with one or more substituents as defined anywhere herein;

alternatively, one of R 7 and R 8 , R 8 and R 9 , or R 9 and R 10 are taken together to form a ring which is selected from the group consisting of -heterocyclyl optionally substituted with 1-10 R 40 and -carbocyclyl optionally substituted with 1-12 R 41 ;

R 11 is selected from the group consisting of a single bond, H, unsubstituted —(C 1-9 alkyl), unsubstituted —(C 2-9 alkenyl), unsubstituted —(C 2-9 alkynyl), unsubstituted —(C 1-9 haloalkyl), —(C 1-4 alkylene)N(R 48 ) 2 , —(C 1-4 alkylene)OR 49 , —C(═O)N(R 48 ) 2 , —(C 1-4 alkylene) p heterocyclyl optionally substituted with 1-10 R 38 , and -carbocyclyl optionally substituted with 1-12 R 39 ; wherein —(C 1-4 alkylene) is optionally substituted with one or more substituents as defined anywhere herein;

R 12 , R 13 , and R 14 are independently selected from the group consisting of a single bond, H, halide, unsubstituted —(C 1-9 alkyl), unsubstituted —(C 2-9 alkenyl), unsubstituted —(C 2-9 alkynyl), unsubstituted —(C 1-9 haloalkyl), —(C 1-4 alkylene) p N(R 48 ) 2 , —(C 1-4 alkylene) p OR 49 , —C(═O)N(R 48 ) 2 , —(C 1-4 alkylene) p heterocyclyl optionally substituted with 1-10 R 38 , and -carbocyclyl optionally substituted with 1-12 R 39 ; wherein each —(C 1-4 alkylene) is, independently, optionally substituted with one or more substituents as defined anywhere herein;

alternatively, one of R 11 and R 12 , R 12 and R 13 , or R 14 and R 11 are taken together to form a ring which is selected from the group consisting of -heterocyclyl optionally substituted with 1-10 R 40 and -carbocyclyl optionally substituted with 1-12 R 41 ;

R 15 is selected from the group consisting of a single bond, H, unsubstituted —(C 1-9 alkyl), unsubstituted —(C 2-9 alkenyl), unsubstituted —(C 2-9 alkynyl), unsubstituted —(C 1-9 haloalkyl), —(C 1-4 alkylene)N(R 48 ) 2 , —(C 1-4 alkylene)OR 49 , —C(═O)N(R 48 ) 2 , —(C 1-4 alkylene) p heterocyclyl optionally substituted with 1-10 R 38 , and -carbocyclyl optionally substituted with 1-12 R 39 ; wherein —(C 1-4 alkylene) is optionally substituted with one or more substituents as defined anywhere herein;

R 16 and R 17 are independently selected from the group consisting of a single bond, H, halide, unsubstituted —(C 1-9 alkyl), unsubstituted —(C 2-9 alkenyl), unsubstituted —(C 2-9 alkynyl), unsubstituted —(C 1-9 haloalkyl), —(C 1-4 alkylene) p N(R 48 ) 2 , —(C 1-4 alkylene) p OR 49 , —C(═O)N(R 48 ) 2 , —(C 1-4 alkylene) p heterocyclyl optionally substituted with 1-10 R 38 , and -carbocyclyl optionally substituted with 1-12 R 39 ; wherein each —(C 1-4 alkylene) is, independently, optionally substituted with one or more substituents as defined anywhere herein;

alternatively, one of R 15 and R 16 or R 16 and R 17 are taken together to form a ring which is selected from the group consisting of -heterocyclyl optionally substituted with 1-10 R 40 and -carbocyclyl optionally substituted with 1-12 R 41 ;

R 18 is selected from the group consisting of a single bond, H, unsubstituted —(C 1-9 alkyl), unsubstituted —(C 2-9 alkenyl), unsubstituted —(C 2-9 alkynyl), unsubstituted —(C 1-9 haloalkyl), —(C 1-4 alkylene)N(R 48 ) 2 , —(C 1-4 alkylene)OR 49 , —C(═O)N(R 48 ) 2 , —(C 1-4 alkylene) p heterocyclyl optionally substituted with 1-10 R 38 , and -carbocyclyl optionally substituted with 1-12 R 39 ; wherein —(C 1-4 alkylene) is optionally substituted with one or more substituents as defined anywhere herein;

R 19 and R 20 are independently selected from the group consisting of a single bond, H, halide, unsubstituted —(C 1-9 alkyl), unsubstituted —(C 2-9 alkenyl), unsubstituted —(C 2-9 alkynyl), unsubstituted —(C 1-9 haloalkyl), —(C 1-4 alkylene) p N(R 48 ) 2 , —(C 1-4 alkylene) p OR 49 , —C(═O)N(R 48 ) 2 , —(C 1-4 alkylene) p heterocyclyl optionally substituted with 1-10 R 38 , and -carbocyclyl optionally substituted with 1-12 R 39 ; wherein each —(C 1-4 alkylene) is, independently, optionally substituted with one or more substituents as defined anywhere herein;

alternatively, one of R 18 and R 19 or R 18 and R 20 are taken together to form a heterocyclyl optionally substituted with 1-10 R 40 ;

R 21 is selected from the group consisting of a single bond, H, unsubstituted —(C 1-9 alkyl), unsubstituted —(C 2-9 alkenyl), unsubstituted —(C 2-9 alkynyl), unsubstituted —(C 1-9 haloalkyl), —(C 1-4 alkylene)N(R 48 ) 2 , —(C 1-4 alkylene)OR 49 , —C(═O)N(R 48 ) 2 , —(C 1-4 alkylene) p heterocyclyl optionally substituted with 1-10 R 38 , and -carbocyclyl optionally substituted with 1-12 R 39 ; wherein —(C 1-4 alkylene) is optionally substituted with one or more substituents as defined anywhere herein;

R 22 and R 23 are independently selected from the group consisting of a single bond, H, halide, unsubstituted —(C 1-9 alkyl), unsubstituted —(C 2-9 alkenyl), unsubstituted —(C 2-9 alkynyl), unsubstituted —(C 1-9 haloalkyl), —(C 1-4 alkylene) p N(R 48 ) 2 , —(C 1-4 alkylene) p OR 49 , —C(═O)N(R 48 ) 2 , —(C 1-4 alkylene) p heterocyclyl optionally substituted with 1-10 R 38 , and -carbocyclyl optionally substituted with 1-12 R 39 ; wherein each —(C 1-4 alkylene) is, independently, optionally substituted with one or more substituents as defined anywhere herein;

alternatively, R 22 and R 23 are taken together to form a ring which is selected from the group consisting of -heterocyclyl optionally substituted with 1-10 R 40 and -carbocyclyl optionally substituted with 1-12 R 41 ;

R 24 , R 25 , and R 26 are independently selected from the group consisting of a single bond, H, halide, unsubstituted —(C 1-9 alkyl), unsubstituted —(C 2-9 alkenyl), unsubstituted —(C 2-9 alkynyl), unsubstituted —(C 1-9 haloalkyl), —(C 1-4 alkylene) p N(R 48 ) 2 , —(C 1-4 alkylene) p OR 49 , —C(═O)N(R 48 ) 2 , —(C 1-4 alkylene) p heterocyclyl optionally substituted with 1-10 R 38 , and -carbocyclyl optionally substituted with 1-12 R 39 ; wherein each —(C 1-4 alkylene) is, independently, optionally substituted with one or more substituents as defined anywhere herein;

alternatively, one of R 24 and R 25 or R 25 and R 26 are taken together to form a ring which is selected from the group consisting of -heterocyclyl optionally substituted with 1-10 R 40 and -carbocyclyl optionally substituted with 1-12 R 41 ;

R 27 , R 28 , and R 29 are independently selected from the group consisting of a single bond, H, halide, unsubstituted —(C 1-9 alkyl), unsubstituted —(C 2-9 alkenyl), unsubstituted —(C 2-9 alkynyl), unsubstituted —(C 1-9 haloalkyl), —(C 1-4 alkylene) p N(R 48 ) 2 , —(C 1-4 alkylene) p OR 49 , —C(═O)N(R 48 ) 2 , —(C 1-4 alkylene) p heterocyclyl optionally substituted with 1-10 R 38 , and -carbocyclyl optionally substituted with 1-12 R 39 ; wherein each —(C 1-4 alkylene) is, independently, optionally substituted with one or more substituents as defined anywhere herein;

alternatively, R 27 and R 28 are taken together to form a ring which is selected from the group consisting of -heterocyclyl optionally substituted with 1-10 R 40 and -carbocyclyl optionally substituted with 1-12 R 41 ;

R 30 and R 31 are independently selected from the group consisting of a single bond, H, halide, unsubstituted —(C 1-9 alkyl), unsubstituted —(C 2-9 alkenyl), unsubstituted —(C 2-9 alkynyl), unsubstituted —(C 1-9 haloalkyl), —(C 1-4 alkylene) p N(R 48 ) 2 , —(C 1-4 alkylene) p OR 49 , —C(═O)N(R 48 ) 2 , —(C 1-4 alkylene) p heterocyclyl optionally substituted with 1-10 R 38 , and -carbocyclyl optionally substituted with 1-12 R 39 ; wherein each —(C 1-4 alkylene) is, independently, optionally substituted with one or more substituents as defined anywhere herein;

alternatively, R 30 and R 31 are taken together to form a ring which is selected from the group consisting of -heterocyclyl optionally substituted with 1-10 R 40 and -carbocyclyl optionally substituted with 1-12 R 41 ;

R 32 and R 33 are independently selected from the group consisting of a single bond, H, halide, unsubstituted —(C 1-9 alkyl), unsubstituted —(C 2-9 alkenyl), unsubstituted —(C 2-9 alkynyl), unsubstituted —(C 1-9 haloalkyl), —(C 1-4 alkylene) p N(R 48 ) 2 , —(C 1-4 alkylene) p OR 49 , —C(═O)N(R 48 ) 2 , —(C 1-4 alkylene) p heterocyclyl optionally substituted with 1-10 R 38 , and -carbocyclyl optionally substituted with 1-12 R 39 ; wherein each —(C 1-4 alkylene) is, independently, optionally substituted with one or more substituents as defined anywhere herein;

R 34 and R 35 are independently selected from the group consisting of a single bond, H, halide, unsubstituted —(C 1-9 alkyl), unsubstituted —(C 2-9 alkenyl), unsubstituted —(C 2-9 alkynyl), unsubstituted —(C 1-9 haloalkyl), —(C 1-4 alkylene) p N(R 48 ) 2 , —(C 1-4 alkylene) p OR 49 , —C(═O)N(R 48 ) 2 , —(C 1-4 alkylene) p heterocyclyl optionally substituted with 1-10 R 38 , and -carbocyclyl optionally substituted with 1-12 R 39 ; wherein each —(C 1-4 alkylene) is, independently, optionally substituted with one or more substituents as defined anywhere herein;

alternatively, R 34 and R 35 are taken together to form a ring which is selected from the group consisting of -heterocyclyl optionally substituted with 1-10 R 40 and -carbocyclyl optionally substituted with 1-12 R 41 ;

each R 36 is independently selected from the group consisting of halide, unsubstituted —(C 1-9 alkyl), unsubstituted —(C 2-9 alkenyl), unsubstituted —(C 2-9 alkynyl), unsubstituted —(C 1-9 haloalkyl), —XR 42 , —C(═O)N(R 47 ) 2 , —(C 1-4 alkylene) p N(R 50 ) 2 , —(C 1-4 alkylene) p heterocyclyl optionally substituted with 1-10 R 43 , and —(C 1-4 alkylene) p carbocyclyl optionally substituted with 1-12 R 44 ; wherein each —(C 1-4 alkylene) is, independently, optionally substituted with one or more substituents as defined anywhere herein;

each R 37 is independently selected from the group consisting of halide, unsubstituted —(C 1-9 alkyl), unsubstituted —(C 2-9 alkenyl), unsubstituted —(C 2-9 alkynyl), unsubstituted —(C 1-9 haloalkyl), —XR 42 , —C(═O)N(R 47 ) 2 , —(C 1-4 alkylene) p N(R 50 ) 2 , —(C 1-4 alkylene) p heterocyclyl optionally substituted with 1-10 R 43 , and —(C 1-4 alkylene) p carbocyclyl optionally substituted with 1-12 R 44 ; wherein each —(C 1-4 alkylene) is, independently, optionally substituted with one or more substituents as defined anywhere herein;

each R 38 is independently selected from the group consisting of halide, unsubstituted —(C 1-5 alkyl), unsubstituted —(C 2-5 alkenyl), unsubstituted —(C 2-5 alkynyl), unsubstituted —(C 1-5 haloalkyl), —CN, and —(C 1-4 alkylene) p carbocyclyl optionally substituted with 1-12 R 44 ; wherein each —(C 1-4 alkylene) is, independently, optionally substituted with one or more substituents as defined anywhere herein;

each R 39 is independently selected from the group consisting of halide, unsubstituted —(C 1-5 alkyl), unsubstituted —(C 2-5 alkenyl), unsubstituted —(C 2-5 alkynyl), unsubstituted —(C 1-5 haloalkyl), —CN, and —(C 1-4 alkylene) p carbocyclyl optionally substituted with 1-12 R 44 ; wherein each —(C 1-4 alkylene) is, independently, optionally substituted with one or more substituents as defined anywhere herein;

each R 40 is independently selected from the group consisting of halide, unsubstituted —(C 1-5 alkyl), unsubstituted —(C 2-5 alkenyl), unsubstituted —(C 2-5 alkynyl), unsubstituted —(C 1-5 haloalkyl), —CN, and —(C 1-4 alkylene) p carbocyclyl optionally substituted with 1-12 R 44 ; wherein each —(C 1-4 alkylene) is, independently, optionally substituted with one or more substituents as defined anywhere herein;

each R 41 is independently selected from the group consisting of halide, unsubstituted —(C 1-5 alkyl), unsubstituted —(C 2-5 alkenyl), unsubstituted —(C 2-5 alkynyl), unsubstituted —(C 1-5 haloalkyl), and —CN;

each R 42 is independently selected from the group consisting of H, unsubstituted —(C 1-5 alkyl), unsubstituted —(C 2-5 alkenyl), unsubstituted —(C 2-5 alkynyl), unsubstituted —(C 1-5 haloalkyl), —(C 1-4 alkylene)N(R 48 ) 2 , —(C 1-4 alkylene) p aryl optionally substituted with 1-10 R 46 , —(C 1-4 alkylene) p heterocyclyl optionally substituted with 1-12 R 43 , and —(C 1-4 alkylene) p carbocyclyl optionally substituted with 1-12 R 44 ; wherein each —(C 1-4 alkylene) is, independently, optionally substituted with one or more substituents as defined anywhere herein;

each R 43 is independently selected from the group consisting of halide, unsubstituted —(C 1-5 alkyl), unsubstituted —(C 2-5 alkenyl), unsubstituted —(C 2-5 alkynyl), unsubstituted —(C 1-5 haloalkyl), —CN, —OH, —C(═O)R 51 , —N(R 50 ) 2 , and —(C 1-4 alkylene) p carbocyclyl optionally substituted with 1-12 R 44 ; wherein each —(C 1-4 alkylene) is, independently, optionally substituted with one or more substituents as defined anywhere herein;

each R 44 is selected from the group consisting of halide, unsubstituted —(C 1-5 alkyl), unsubstituted —(C 2-5 alkenyl), unsubstituted —(C 2-5 alkynyl), unsubstituted —(C 1-5 haloalkyl), and —CN;

each R 46 is independently selected from the group consisting of halide, unsubstituted —(C 1-5 alkyl), unsubstituted —(C 2-5 alkenyl), unsubstituted —(C 2-5 alkynyl), unsubstituted —(C 1-5 haloalkyl), and —CN;

each R 47 is independently selected from the group consisting of H, unsubstituted —(C 1-5 alkyl), unsubstituted —(C 2-5 alkenyl), unsubstituted —(C 2-5 alkynyl), and unsubstituted —(C 1-5 haloalkyl);

each R 48 is independently selected from the group consisting of H, unsubstituted —(C 1-5 alkyl), unsubstituted —(C 2-5 alkenyl), unsubstituted —(C 2-5 alkynyl), and unsubstituted —(C 1-5 haloalkyl);

each R 49 is independently selected from the group consisting of H, unsubstituted —(C 1-5 alkyl), unsubstituted —(C 2-5 alkenyl), unsubstituted —(C 2-5 alkynyl), and unsubstituted —(C 1-5 haloalkyl);

each R 50 is independently selected from the group consisting of H, unsubstituted —(C 1-5 alkyl), unsubstituted —(C 2-5 alkenyl), unsubstituted —(C 2-5 alkynyl), unsubstituted —(C 1-5 haloalkyl), and —(C 1-4 alkylene)N(R 48 ) 2 ; wherein —(C 1-4 alkylene) is optionally substituted with one or more substituents as defined anywhere herein;

each R 51 is a heteroaryl optionally substituted with 1-6 R 52 ;

each R 52 is a -heterocyclyl optionally substituted with 1-10 R 46 ;

each X is selected from the group consisting of O, S, and NR 48 ;

each Y is selected from the group consisting of O and S; and

each p is independently 0 or 1.

2. The method of claim 1 , wherein R 1 , R 2 , R 4 , and R 5 are H.

3. The method of claim 2 , wherein R 3 is selected from the group consisting of:

4. The method of claim 3 , wherein R 3 is selected from the group consisting of:

wherein R 7 , R 11 , R 14 , R 15 , R 18 and R 19 are independently selected from the group consisting of H and —(C 1-3 alkyl).

5. The method of claim 4 , wherein R 3 is

wherein R 7 is —(C 1-3 alkyl).

6. The method of claim 1 , wherein R 6 is -phenyl substituted with 1-5 R 36 .

7. The method of claim 4 wherein R 6 is -phenyl substituted with 1-5 R 36 .

8. The method of claim 5 , wherein R 6 is -phenyl substituted with 1-5 R 36 .

9. The method of claim 6 , wherein R 6 is -phenyl substituted with one R 36 .

10. The method of claim 7 , wherein R 6 is-phenyl substituted with one R 36 .

11. The method of claim 8 , wherein R 6 is -phenyl substituted with one R 36 .

12. The method of claim 9 , wherein R 36 is selected from the group consisting of halide, -heterocyclyl optionally substituted with 1-2 R 43 , —CH 2 heterocyclyl optionally substituted with 1-2 R 43 , -Oheterocyclyl optionally substituted with 1-2 R 43 , -NHheterocyclyl optionally substituted with 1-2 R 43 , —O(C 1-4 alkyl), and —O(C 1-4 haloalkyl).

13. The method of claim 10 , wherein R 36 is selected from the group consisting of halide, -heterocyclyl optionally substituted with 1-2 R 43 , —CH 2 heterocyclyl optionally substituted with 1-2 R 43 , -Oheterocyclyl optionally substituted with 1-2 R 43 , -NHheterocyclyl optionally substituted with 1-2 R 43 , —O(C 1-4 alkyl), and —O(C 1-4 haloalkyl).

14. The method of claim 11 , wherein R 36 is selected from the group consisting of halide, -heterocyclyl optionally substituted with 1-2 R 43 , —CH 2 heterocyclyl optionally substituted with 1-2 R 43 , -Oheterocyclyl optionally substituted with 1-2 R 43 , -NHheterocyclyl optionally substituted with 1-2 R 43 , —O(C 1-4 alkyl), and —O(C 1-4 haloalkyl).

15. The method of claim 1 , wherein R 6 is a 6-membered heteroaryl optionally substituted with 1-6 R 37 .

16. The method of claim 4 , wherein R 6 is a 6-membered heteroaryl optionally substituted with 1-6 R 37 .

17. The method of claim 5 , wherein R 6 is a 6-membered heteroaryl optionally substituted with 1-6 R 37 .

18. The method of claim 15 , wherein R 6 is -pyridin-3-yl optionally substituted with one R 37 .

19. The method of claim 16 , wherein R 6 is -pyridin-3-yl optionally substituted with one R 37 .

20. The method of claim 17 , wherein R 6 is -pyridin-3-yl optionally substituted with one R 37 .

21. The method of claim 15 , wherein R 6 is -pyridin-4-yl optionally substituted with one R 37 .

22. The method of claim 16 , wherein R 6 is -pyridin-4-yl optionally substituted with one R 37 .

23. The method of claim 17 , wherein R 6 is -pyridin-4-yl optionally substituted with one R 37 .

24. The method of claim 21 , wherein R 37 is selected from the group consisting of halide, —(C 1-3 alkyl), -heterocyclyl optionally substituted with 1-2 R 43 , —CH 2 heterocyclyl optionally substituted with 1-2 R 43 , -Oheterocyclyl optionally substituted with 1-2 R 43 , -NHheterocyclyl optionally substituted with 1-2 R 43 , —O(C 1-4 alkyl), and —O(C 1-4 haloalkyl).

25. The method of claim 22 , wherein R 37 is selected from the group consisting of halide, —(C 1-3 alkyl), -heterocyclyl optionally substituted with 1-2 R 43 , —CH 2 heterocyclyl optionally substituted with 1-2 R 43 , -Oheterocyclyl optionally substituted with 1-2 R 43 , -NHheterocyclyl optionally substituted with 1-2 R 43 , —O(C 1-4 alkyl), and —O(C 1-4 haloalkyl).

26. The method of claim 23 , wherein R 37 is selected from the group consisting of halide, —(C 1-3 alkyl), -heterocyclyl optionally substituted with 1-2 R 43 , —CH 2 heterocyclyl optionally substituted with 1-2 R 43 , -Oheterocyclyl optionally substituted with 1-2 R 43 , -NHheterocyclyl optionally substituted with 1-2 R 43 , —O(C 1-4 alkyl), and —O(C 1-4 haloalkyl).

27. The method of claim 24 , wherein R 43 is selected from the group consisting of unsubstituted —(C 1-3 alkyl), unsubstituted —(C 1-3 haloalkyl), and -carbocyclyl optionally substituted with 1-12 R 44 .

28. The method of claim 25 , wherein R 43 is selected from the group consisting of unsubstituted —(C 1-3 alkyl), unsubstituted —(C 1-3 haloalkyl), and -carbocyclyl optionally substituted with 1-12 R 44 .

29. The method of claim 26 , wherein R 43 is selected from the group consisting of unsubstituted —(C 1-3 alkyl), unsubstituted —(C 1-3 haloalkyl), and -carbocyclyl optionally substituted with 1-12 R 44 .

30. The method of claim 1 , wherein the compound of Formula I is selected from the group consisting of:

or a pharmaceutically acceptable salt thereof.

31. The method of claim 1 , wherein the compound of Formula I is selected from the group consisting of:

or a pharmaceutically acceptable salt thereof.

32. The method of claim 1 , wherein the compound of Formula I is selected from the group consisting of:

or a pharmaceutically acceptable salt thereof.

33. The method of claim 1 , wherein the compound of Formula I is selected from the group consisting of:

or a pharmaceutically acceptable salt thereof.

34. The method of claim 1 , wherein the compound of Formula I is selected from the group consisting of:

or a pharmaceutically acceptable salt thereof.

35. The method of claim 1 , wherein the cancer is a breast cancer.

36. The method of claim 1 , wherein the cancer is a colorectal cancer.

37. The method of claim 1 , wherein the cancer is a tumor of the hematopoietic and lymphoid tissues.

38. The method of claim 1 , wherein the cancer is a liver cancer.

39. The method of claim 1 , wherein the cancer is a lung cancer.

40. The method of claim 1 , wherein the cancer is an ovarian cancer.

41. The method of claim 1 , wherein the cancer is a pancreatic cancer.

42. The method of claim 1 , wherein the cancer is a prostate cancer.