0001209191-19-020891.txt : 20190321 0001209191-19-020891.hdr.sgml : 20190321 20190321210640 ACCESSION NUMBER: 0001209191-19-020891 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190321 FILED AS OF DATE: 20190321 DATE AS OF CHANGE: 20190321 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SOON-SHIONG PATRICK CENTRAL INDEX KEY: 0001189020 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37507 FILM NUMBER: 19698237 MAIL ADDRESS: STREET 1: 9922 JEFFERSON BOULEVARD CITY: CULVER CITY STATE: CA ZIP: 90232 FORMER NAME: FORMER CONFORMED NAME: SOON SHIONG PATRICK DATE OF NAME CHANGE: 20020912 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Cambridge Equities, LP CENTRAL INDEX KEY: 0001629222 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37507 FILM NUMBER: 19698238 BUSINESS ADDRESS: STREET 1: 9922 JEFFERSON BOULEVARD CITY: CULVER CITY STATE: CA ZIP: 90232 BUSINESS PHONE: 310-836-6400 MAIL ADDRESS: STREET 1: 9922 JEFFERSON BOULEVARD CITY: CULVER CITY STATE: CA ZIP: 90232 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MP 13 Ventures, LLC CENTRAL INDEX KEY: 0001629186 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37507 FILM NUMBER: 19698239 BUSINESS ADDRESS: STREET 1: 9922 JEFFERSON BOULEVARD CITY: CULVER CITY STATE: CA ZIP: 90232 BUSINESS PHONE: 310-836-6400 MAIL ADDRESS: STREET 1: 9922 JEFFERSON BOULEVARD CITY: CULVER CITY STATE: CA ZIP: 90232 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: NantKwest, Inc. CENTRAL INDEX KEY: 0001326110 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 431979754 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 3530 JOHN HOPKINS COURT CITY: SAN DIEGO STATE: CA ZIP: 92121 BUSINESS PHONE: (858) 633-0300 MAIL ADDRESS: STREET 1: 3530 JOHN HOPKINS COURT CITY: SAN DIEGO STATE: CA ZIP: 92121 FORMER COMPANY: FORMER CONFORMED NAME: Conkwest, Inc. DATE OF NAME CHANGE: 20140416 FORMER COMPANY: FORMER CONFORMED NAME: ZelleRx Corp DATE OF NAME CHANGE: 20050504 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2019-03-21 0 0001326110 NantKwest, Inc. NK 0001189020 SOON-SHIONG PATRICK C/O NANTKWEST, INC. 3530 JOHN HOPKINS COURT SAN DIEGO CA 92121 1 1 1 0 Chairman and CEO 0001629222 Cambridge Equities, LP 9922 JEFFERSON BLVD. CULVER CITY CA 90232 0 0 1 0 0001629186 MP 13 Ventures, LLC 9922 JEFFERSON BLVD. CULVER CITY CA 90232 0 0 1 0 Common Stock 2019-03-21 4 O 0 17589250 1.9984 A 18189250 D Common Stock 2019-03-21 4 M 0 1851500 2.1983 A 20040750 D Common Stock 40575814 I See footnote Common Stock 5618326 I See footnote Warrant (right to buy) 1.9984 2019-03-21 4 O 0 17589250 0.00 D 2019-03-24 Common Stock 17589250 0 D Stock Option (right to buy) 2.1983 2019-03-21 4 M 0 1851500 0.00 D 2019-03-24 Common Stock 1851500 0 D Due to a clerical error, the number of shares beneficially owned was incorrectly reported in the Forms 4 filed on July 13, 2018 and January 4, 2017. Shares held by Cambridge Equities, LP ("Cambridge Equities"). MP 13 Ventures, LLC ("MP 13 Ventures") is the general partner of Cambridge Equities and may be deemed to have beneficial ownership of the shares held by Cambridge Equities. The reporting person is the sole member of MP 13 Ventures and has voting and dispositive power over the shares held by Cambridge Equities. Shares held by the Chan Soon-Shiong Family Foundation, an exempt corporation organized under the laws of the State of Delaware (the "Foundation"). The Foundation has the sole power to vote and direct the disposition of all shares directly owned by the Foundation, except to the extent it may be deemed to share such power with the reporting person by virtue of the reporting person's control over the Foundation. The reporting person serves as Chairman of the Foundation. 185,150 of the shares subject to the warrant vested and became exercisable monthly for forty (40) months beginning April 1, 2015. The remaining 10,183,250 shares subject to the warrant vested and became exercisable upon the completion of certain milestones as defined in the warrant. Subject to the reporting person's continuing service, one forty-eighth (1/48th) of the shares subject to the option shall vest each month on the same day as the vesting commencement date, such that the shares subject to the option shall become fully vested and exercisable on the fourth (4th) anniversary of the vesting commencement date. The vesting commencement date for this option is March 24, 2015. The shares subject to the option shall fully vest and become exercisable upon a change in control, as defined in the reporting person's employment agreement. If the reporting person's employment is terminated without "cause" or if the reporting person resigns for "good reason" (as such terms are defined in the reporting person's employment agreement), the shares subject to the option shall fully vest and become exercisable. /s/ Patrick Soon-Shiong, and /s/ Charles Kenworthy, Manager of MP 13 Ventures, on behalf of itself and as General Partner of Cambridge Equities 2019-03-21