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