Patrick Soon-Shiong - 31 Aug 2022 Form 4 Insider Report for ImmunityBio, Inc. (IBRX)

Role
Executive Chairman, Global Chief Scientific and Medical Officer, Director, 10%+ Owner
Signature
/s/ Patrick Soon-Shiong
Issuer symbol
IBRX
Transactions as of
31 Aug 2022
Net transactions value
+$315,096,248
Form type
4
Filing time
08 Nov 2022, 15:01:23 UTC
Previous filing
25 Mar 2022
Next filing
14 Dec 2022
SEC
View on sec.gov

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction IBRX Amended and Restated Convertible Promissory Note Purchase $40,407,671 $40,407,671 31 Aug 2022 Common Stock $5.67 See footnote F1, F2
transaction IBRX Amended and Restated Convertible Promissory Note Purchase $55,927,342 $55,927,342 31 Aug 2022 Common Stock $5.67 See footnote F1, F2
transaction IBRX Second Amended and Restated Convertible Promissory Note Purchase $63,375,911 $63,375,911 31 Aug 2022 Common Stock $5.67 See footnote F1, F3
transaction IBRX Second Amended and Restated Convertible Promissory Note Purchase $55,844,638 $55,844,638 31 Aug 2022 Common Stock $5.67 See footnote F1, F4
transaction IBRX Second Amended and Restated Convertible Promissory Note Purchase $59,524,425 $59,524,425 31 Aug 2022 Common Stock $5.67 See footnote F1, F5
transaction IBRX Second Amended and Restated Convertible Promissory Note Purchase $40,016,261 $40,016,261 31 Aug 2022 Common Stock $5.67 See footnote F1, F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On August 31, 2022, the terms of the original fixed-rate promissory note were amended and restated to include a conversion feature that gives each lender the right at any time, at its sole option, to convert the entire outstanding principal amount and accrued and unpaid interest due under each note at the time of conversion into shares of the Issuer's common stock at a price of $5.67 per share. Dollar amounts shown reflect the aggregate principal and interest accrued as of August 31. 2022.
F2 Amended and Restated Convertible Promissory Note held by NantCapital, LLC, an investment vehicle of the reporting person.
F3 Second Amended and Restated Convertible Promissory Note held by NantCapital, LLC, an investment vehicle of the reporting person.
F4 Second Amended and Restated Convertible Promissory Note 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.
F5 Second Amended and Restated Convertible Promissory Note held by NantMobile, LLC ("NantMobile"). NantWorks, LLC ("NantWorks") is the majority stockholder and an affiliate of NantMobile and may be deemed to have beneficial ownership of the securities held by NantMobile. 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 securities held by NantMobile.
F6 Second Amended and Restated Convertible Promissory Note held by NantCancerStemCell, LLC ("NantCancerStemCell"). NantBio, Inc. ("NantBio") is the majority stockholder and an affiliate of NantCancerStemCell and may be deemed to have beneficial ownership of the securities held by NantCancerStemCell. NantWorks, LLC ("NantWorks") is the majority stockholder and an affiliate of NantBio and may be deemed to have beneficial ownership of the securities held by NantBio and its affiliates. 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 securities held by NantBio and its affiliates.

Remarks:

Executive Chairman, Global Chief Scientific and Medical Officer