0001326110-22-000089.txt : 20221214 0001326110-22-000089.hdr.sgml : 20221214 20221214162352 ACCESSION NUMBER: 0001326110-22-000089 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20221212 FILED AS OF DATE: 20221214 DATE AS OF CHANGE: 20221214 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: 221462403 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: CALIFORNIA CAPITAL EQUITY, LLC CENTRAL INDEX KEY: 0001517764 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37507 FILM NUMBER: 221462400 BUSINESS ADDRESS: STREET 1: 10182 CULVER BOULEVARD CITY: CULVER CITY STATE: CA ZIP: 90232 BUSINESS PHONE: 310-836-6400 MAIL ADDRESS: STREET 1: 10182 CULVER BOULEVARD CITY: CULVER CITY STATE: CA ZIP: 90232 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: 221462402 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: 221462401 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: ImmunityBio, 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: NantKwest, Inc. DATE OF NAME CHANGE: 20150713 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 wf-form4_167105301713045.xml FORM 4 X0306 4 2022-12-12 0 0001326110 ImmunityBio, Inc. IBRX 0001189020 SOON-SHIONG PATRICK C/O IMMUNITYBIO, INC. 3530 JOHN HOPKINS COURT SAN DIEGO CA 92121 1 1 1 0 See remarks 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 0001517764 CALIFORNIA CAPITAL EQUITY, LLC 9922 JEFFERSON BOULEVARD CULVER CITY CA 90232 0 0 1 0 Common Stock 2022-12-12 4 C 0 9986920 5.67 A 9986920 I See footnote Common Stock 29473932 D Common Stock 261705814 I See footnote Common Stock 8383414 I See footnote Common Stock 7976159 I See footnte Common Stock 5618326 I See footnote Common Stock 100000 I See footnote Second Amended and Restated Convertible Promissory Note 5.67 2022-12-12 4 C 0 56625841.51 0 D 2022-08-31 2025-09-30 Common Stock 0 I See footnote Shares held by NantWorks, LLC ("NantWorks"). California Capital Equity, LLC ("CalCap") directly owns all of the equity interests of NantWorks and may be deemed to have beneficial ownership of the securities held by NantWorks. The reporting person directly owns all of the equity interests of CalCap and may be deemed to have voting and dispositive power over the securities held by NantWorks. 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 NantBio, Inc. ("NantBio"). NantWorks is the majority stockholder and may be deemed to have beneficial ownership of the shares held by NantBio. The reporting person is the chief executive officer of NantWorks and indirectly beneficially owns all of the equity interests in NantWorks and may be deemed to have voting and dispositive power over the shares held by NantBio. Shares held by CalCap. The reporting person owns all of the equity interests of CalCap and has voting and dispositive power over the shares held by CalCap. 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. Shares held by Nant Capital, LLC, an investment vehicle of the reporting person. On August 31, 2022, the terms of the original fixed-rate promissory note were amended and restated to include a conversion feature that gave the lender the right at any time, at its sole option, to convert the entire outstanding principal amount and accrued and unpaid interest due under the note at the time of conversion into shares of the Issuer's common stock at a price of $5.67 per share. On December 12, 2022, the lender converted $56,625,841.51 in outstanding principal and accrued unpaid interest into 9,986,920 shares of the Issuer's common stock at a price of $5.67 per share. Represents the entire outstanding principal amount and accrued and unpaid interest due as of December 12, 2022. Second Amended and Restated Convertible Promissory Note held by NantWorks. CalCap directly owns all of the equity interests of NantWorks and may be deemed to have beneficial ownership of the securities held by NantWorks. The reporting person directly owns all of the equity interests of CalCap and may be deemed to have voting and dispositive power over the securities held by NantWorks. Executive Chairman, Global Chief Scientific and Medical Officer /s/ Patrick Soon-Shiong, /s/ Charles Kenworthy, Manager of MP 13 Ventures, on behalf of itself and as General Partner of Cambridge Equities, and /s/ Charles Kenworthy, Manager of California Capital Equity, LLC 2022-12-14