TEXT-EXTRACT 2 filename2.txt United States securities and exchange commission logo April 3, 2024 Richard Adcock Chief Executive Officer and President ImmunityBio, Inc. 3530 John Hopkins Court San Diego, California 92121 Re: ImmunityBio, Inc. Registration Statement on Form S-3 Filed March 29, 2024 File No. 333-278361 Dear Richard Adcock: This is to advise you that we have not reviewed and will not review your registration statement. Please refer to Rules 460 and 461 regarding requests for acceleration. We remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. Please contact Tim Buchmiller at 202-551-3635 with any questions. Sincerely, Division of Corporation Finance Office of Life Sciences cc: Thomas E. Hornish, Esq.