Compounds modulating c-fms and/or c-kit activity and uses therefor

A compound having the chemical structure of Formula II,

• all salts, prodrugs, tautomers, and isomers thereof,
• wherein:
• D has a structure selected from the group consisting of
• in which
• indicates the attachment point of D to A2 of Formula II;
• A2 is selected from the group consisting of —CR19R20—, —C(O)—, —C(S)—, —S—, —S(O)—, —S(O)2—, —NR21—, and —O—, provided, however, that when A2 is NR21, N is not bound to a nitrogen of D;
• B is selected from the group consisting of hydrogen, halogen, optionally substituted lower alkyl, optionally substituted cycloalkyl, optionally substituted heterocycloalkyl, optionally substituted aryl, optionally substituted heteroaryl, —OH, —NH2, —NO2, —CN, —NHC(O)NH2, —NHC(S)NH2, —NHS(O)2NH2, —C(O)NH2, —C(S)NH2, —S(O)2NH2, —NR24R25, —NHR23, —OR23, —SR23, —C(O)R23, —C(S)R23, —S(O)R23, —S(O)2R23, —C(O)NHR23, —C(O)NR23R23, —C(S)NHR23, —C(S)NR23R23, —S(O)2NHR23, —S(O)2NR23R23, —NHC(O)R23, —NR23C(O)R23, —NHC(S)R23, —NR23C(S)R23, —NHS(O)2R23, —NR23S(O)2R23, —NHC(O)NHR23, —NR23C(O)NH2, —NR23C(O)NHR23, —NHC(O)NR23R23, —NR23C(O)NR23R23, —NHC(S)NHR23, —NR23C(S)NH2, —NR23C(S)NHR23, —NHC(S)NR23R23, —NR23C(S)NR23R23, —NHS(O)2NHR23, —NR23S(O)2NH2, —NR23S(O)2NHR23, —NHS(O)2NR23R23, and —NR23S(O)2NR23R23;
• M4 is —NR39CH2—, —NR39CH(R40)—, —NR39CH2CH2—, or —NR39C(O)—;
• M5, M6, M7, M9, M10, M11, M12, M13, M14, M15 M16, M17 and M18 are selected from the group consisting of a bond, —(CR19R20)u—, —(CR19R20)t—C(O)—(CR19R20)s—, —(CR19R20)t—C(S)—(CR19R20)s—, —(CR19R20)t—C(O)O—(CR19R20)s—, —(CR19R20)t—C(S)O—(CR19R20)s—, —(CR19R20)t—C(O)NR26—(CR19R20)s—, —(CR19R20)t—C(S)NR26—(CR19R20)s—, —(CR19R20)t—S(O)—(CR19R20)s—, —(CR19R20)t—S(O)2—(CR19R20)s—, —(CR19R20)t—S(O)2NR26—(CR19R20)s—, —(CR19R20)t—O—(CR19R20)s—, —(CR19R20)t—OC(O)—(CR19R20)s—, —(CR19R20)t—OC(S)—(CR19R20)s—, —(CR19R20)t—OC(O)NR26—(CR19R20)s—, —(CR19R20)t—OC(S)NR26—(CR19R20)s—, —(CR19R20)t—S—(CR19R20)s—, —(CR19R20)t—NR26—(CR19R20)s—, —(CR19R20)t—NR26C(O)—(CR19R20)s—, —(CR19R20)t—NR26C(S)—(CR19R20)s—, —(CR19R20)t—NR26C(O)O—(CR19R20)s—, —(CR19R20)t—NR26C(S)O—(CR19R20)s—, —(CR19R20)t—NR26C(O)NR26—(CR19R20)s—, —(CR19R20)t—NR26C(S)NR26—(CR19R20)s—, —(CR19R20)t—NR26S(O)2—(CR19R20)s—, and —(CR19R20)t—NR26S(O)2NR26—(CR19R20)s—;
• M8 is selected from the group consisting of a bond, —(CR19R20)u—, —(CR19R20)t—C(O)O—(CR19R20)s—, —(CR19R20)t—C(S)—(CR19R20)s—, —(CR19R20)t—C(O)O—(CR19R20)s—, —(CR19R20)t—C(S)O—(CR19R20)s—, —(CR19R20)t—C(O)NR26—(CR19R20)s—, —(CR19R20)t—C(S)NR26—(CR19R20)s—, —(CR19R20)t—S(O)—(CR19R20)s—, —(CR19R20)t—S(O)2—(CR19R20)s—, —(CR19R20)t—S(O)2NR26—(CR19R20)s—, —(CR19R20)w—O—(CR19R20)s—, —(CR19R20)w—OC(O)—R(CR19R20)s—, —(CR19R20)w—OC(S)—(CR19R20)s—, —(CR19R20)w—OC(O)NR26—(CR19R20)s—, —(CR19R20)w—OC(S)NR26—(CR19R20)s—, —(CR19R20)w—S—(CR19R20)s—, —(CR19R20)w—NR26—(CR19R20)s—, —(CR19R20)w—NR26C(O)—(CR19R20)s—, —(CR19R20)w—NR26C(S)—(CR19R20)s—, —(CR19R20)w—NR26C(O)O—(CR19R20)s—, —(CR19R20)w—NR26C(S)O—)CR19R20)s—, —(CR19R20)w—NR26C(O)NR26—(CR19R20)s—, —(CR19R20)w—NR26C(S)NR26—(CR19R20)s—, —(CR19R20)w, —NR26S(O)2—(CR19R20)s—, and —(CR19R20)w, —NR26S(O)2NR26—(CR19R20)s—;
• wherein R19 and R20 at each occurrence are independently selected from the group consisting of hydrogen, fluoro, —OH, —NH2, lower alkyl, lower alkoxy, lower alkylthio, mono-alkylamino, di-alkylamino, and —NR27R28, wherein the alkyl chain(s) of lower alkyl, lower alkoxy, lower alkylthio, mono-alkylamino, or di-alkylamino are optionally substituted with one or more substituents selected from the group consisting of fluoro, —OH, —NH2, lower alkoxy, fluoro substituted lower alkoxy, lower alkylthio, fluoro substituted lower alkylthio, mono-alkylamino, di-alkylamino, and cycloalkylamino;
• or
• any two of R19 and R20 on the same or different carbons combine to form a 3-7 membered monocyclic cycloalkyl or 5-7 membered monocyclic heterocycloalkyl and any others of R19 and R20 are independently selected from the group consisting of hydrogen, fluoro, —OH, —NH2, lower alkyl, lower alkoxy, lower alkylthio, mono-alkylamino, di-alkylamino, and —NR27R28, wherein the alkyl chain(s) of lower alkyl, lower alkoxy, lower alkylthio, mono-alkylamino, or di-alkylamino are optionally substituted with one or more substituents selected from the group consisting of fluoro, —OH, —NH2, lower alkoxy, fluoro substituted lower alkoxy, lower alkylthio, fluoro substituted lower alkylthio, mono-alkylamino, di-alkylamino, and cycloalkylamino, and wherein the monocyclic cycloalkyl or monocyclic heterocycloalkyl are optionally substituted with one or more substituents selected from the group consisting of halogen, —OH, —NH2, lower alkyl, fluoro substituted lower alkyl, lower alkoxy, fluoro substituted lower alkoxy, lower alkylthio, fluoro substituted lower alkylthio, mono-alkylamino, di-alkylamino, and cycloalkylamino;
• R21 is hydrogen or optionally substituted lower alkyl;
• R23 at each occurrence is independently selected from the group consisting of optionally substituted lower alkyl, optionally substituted lower alkenyl, provided, however, that no alkene carbon thereof is bound to any —C(O)—, —C(S)—, —S(O)—, —S(O)2—, —O—, —S—, or —N— of any of —NHR23, —OR23, —SR23, —C(O)R23, —C(S)R23, —S(O)R23, —S(O)2R23, —C(O)NHR23, —C(O)NR23R23, —C(S)NHR23, —C(S)NR23R23, —S(O)2NHR23, —S(O)2NR23R23, —NHC(O)R23, —NR23C(O)R23, —NHC(S)R23, —NR23C(S)R23, —NHS(O)2R23, —NR23S(O)R23, —NHC(O)NHR23, —NR23C(O)NH2, —NR23C(O)NHR23, —NHC(O)NR23R23, —NR23C(O)NR23R23, —NHC(S)NHR23, —NR23C(S)NH2, —NR23C(S)NHR23, —NHC(S)NR23R23, —NR23C(S)NR23R23, —NHS(O)NHR23, —NR23S(O)NH23, —NR23S(O)2NHR23, —NHS(O)2NR23R23, or —NR33S(O)2NR23R23, optionally substituted lower alkynyl, provided, however, that no alkyne carbon thereof is bound to any —C(O)—, —C(S)—, —S(O)—, —S(O)2—, —O—, —S—, or —N— of any of —NHR32, —OR23, —SR23, —C(O)R23, —C(S)R23, —S(O)R23, —S(O)2R23, —C(O)NHR23, —C(O)NR23R23, —C(S)NHR23, —C(S)NR23R23, —S(O)2NHR23, —S(O)2NR23R23, —NHC(O)R23, —NR23C(O)R23, —NHC(S)R23, —NR23C(S)R23, —NHS(O)2R23, —NR23S(O)2R23, —NHC(O)NHR23, —NR23C(O)NH2, —NR23C(O)NHR23, —NHC(O)NR23R25, —NR23C(O)NR23R23, —NHC(S)NHR23, —NR23C(S)NH2, —NR23C(S)NHR23, —NHC(S)NR23R23, —NR23C(S)NR23R23, —NHS(O)2NHR23, —NR23S(O)2NH2, —NR23S(O)NHR23, —NHS(O)2NR23R23, or —NR13S(O)2NR23R23, optionally substituted cycloalkyl, optionally substituted heterocycloalkyl, optionally substituted aryl, and optionally substituted heteroaryl;
• R24 and R25 at each occurrence are independently selected from the group consisting of optionally substituted lower alkyl, optionally substituted lower alkenyl, provided, however, that no alkene carbon thereof is bound to the nitrogen of —NR24R25, optionally substituted lower alkynyl, provided, however, that no alkyne carbon thereof is bound to the nitrogen of —NR24R25, optionally substituted cycloalkyl, optionally substituted heterocycloalkyl, optionally substituted aryl, and optionally substituted heteroaryl;
• or
• R24 and R25 together with the nitrogen to which they are attached form a monocyclic 5-7 membered optionally substituted heterocycloalkyl or a monocyclic 5 or 7 membered optionally substituted nitrogen containing heteroaryl;
• R26 at each occurrence is independently selected from the group consisting of hydrogen, lower alkyl, and lower alkyl substituted with one or more substituents selected from the group consisting of fluoro, —OH, —NH2, lower alkoxy, fluoro substituted lower alkoxy, lower alkylthio, fluoro substituted lower alkylthio, mono-alkylamino, fluoro substituted mono-alkylamino, di-alkylamino, fluoro substituted di-alkylamino, and —NR27R28, provided, however, that when R26 is substituted lower alkyl, any substitution on the lower alkyl carbon bound to the —N— of —NR26— is fluoro;
• R27 and R28 combine with the nitrogen to which they are attached to form a 5-7 membered heterocycloalkyl or 5-7 membered heterocycloalkyl substituted with one or more substituents selected from the group consisting of fluoro, —OH, —NH2, lower alkyl, fluoro substituted lower alkyl, lower alkoxy, fluoro substituted lower alkoxy, lower alkylthio, and fluoro substituted lower alkylthio;
• Q1 is aryl or heteroaryl, wherein aryl or heteroaryl are optionally substituted with one or more substituents selected from the group consisting of halogen, lower alkyl, fluoro substituted lower alkyl, —NHS(O)2R43, —NHC(O)R43, —NHR43, —NR43R43, —OR43, SR43, S(O)R43, and —S(O)2R43;
• Q11, Q21, Q31, Q41, Q51, Q61, Q71, Q81, Q91, Q101, Q111, Q121, Q131 and Q141 are selected from the group consisting of optionally substituted lower alkyl, optionally substituted cycloalkyl, optionally substituted heterocycloalkyl, optionally substituted aryl and optionally substituted heteroaryl;
• Q12 is fluoro, chloro or —CF3;
• Q13 and Q14 are independently hydrogen, fluoro, chloro, lower alkyl, or fluoro substituted lower alkyl;
• Q22, Q24, Q32, Q33, Q43, Q44, Q52, Q54, Q102 and Q104 are independently selected from the group consisting of hydrogen, halogen, lower alkyl, fluoro substituted lower alkyl, —NR44R44, —OR44, and —SR44, provided, however, that at least one of Q22 and Q24, at least one of Q32 and Q33, at least one of Q43 and Q44, at least one of Q52 and Q54, and at least one of Q102 and Q104 is hydrogen, fluoro, chloro, lower alkyl or fluoro substituted lower alkyl;
• Q62, Q74, Q112, Q124, Q132, Q144,and Q152 are hydrogen, fluoro, chloro, lower alkyl, fluoro substituted lower alkyl, —NR44R44, —OR44, or —SR44;
• Q64, Q72, Q82, and Q94 are hydrogen, lower alkyl or fluoro substituted lower alkyl;
• R43 at each occurrence is independently optionally substituted lower alkyl, optionally substituted cycloalkyl, optionally substituted heterocycloalkyl, optionally substituted aryl or optionally substituted heteroaryl;
• R39 is hydrogen or lower alkyl;
• R40 is lower alkyl or fluoro substituted lower alkyl;
• each R44 is independently hydrogen, lower alkyl or fluoro substituted lower alkyl;
• w is 1, 2, or 3;
• u is 1-6;
• t is 0-3;
• and
• s is 0-3;
• provided, however, that the compound is not