Patrick Soon-Shiong adjusts ImmunityBio (IBRX) stake via RSU vesting

Rhea-AI Filing Summary

ImmunityBio director and major holder Patrick Soon-Shiong reported vesting of restricted stock units and related share movements. On February 22, 2026, 114,329 restricted stock units were exercised into an equal number of common shares at $0.00 per share. To cover tax obligations, 58,170 common shares were disposed of at $8.70 per share through share withholding, leaving 29,757,911 common shares held directly after these transactions. Additional large blocks of ImmunityBio common stock are reported as held indirectly through affiliated entities such as Nant Capital, Cambridge Equities, NantBio, California Capital Equity, the Chan Soon-Shiong Family Foundation, NantWorks, NantMobile, and NantCancerStemCell, over which the reporting person may be deemed to have voting and dispositive power as described in the footnotes.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

SOON-SHIONG PATRICK

(Last) (First) (Middle)

C/O IMMUNITYBIO, INC.

3530 JOHN HOPKINS COURT

(Street)

SAN DIEGO CA 92121

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ImmunityBio, Inc. [ IBRX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	See remarks

3. Date of Earliest Transaction (Month/Day/Year)
02/22/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock(1)	02/22/2026		M		114,329	A	$0	29,816,081	D
Common Stock	02/22/2026		F		58,170	D	$8.7(2)	29,757,911	D
Common Stock								246,412,277	I	See footnote(3)
Common Stock								261,705,814	I	See footnote(4)
Common Stock								8,383,414	I	See footnote(5)
Common Stock								7,976,159	I	See footnte(6)
Common Stock								5,618,326	I	See footnote(7)
Common Stock								9,986,920	I	See footnote(8)
Common Stock								47,557,934	I	See footnote(9)
Common Stock								32,606,985	I	See footnote(10)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(1)	02/22/2026		M			114,329	(11)	(11)	Common Stock	114,329	$0	114,329	D

1. Name and Address of Reporting Person^*

SOON-SHIONG PATRICK

(Last) (First) (Middle)

C/O IMMUNITYBIO, INC.

3530 JOHN HOPKINS COURT

(Street)

SAN DIEGO CA 92121

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	See remarks

1. Name and Address of Reporting Person^*

CALIFORNIA CAPITAL EQUITY, LLC

(Last) (First) (Middle)

450 DULEY ROAD

(Street)

EL SEGUNDO CA 90245

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Cambridge Equities, LP

(Last) (First) (Middle)

450 DULEY ROAD

(Street)

EL SEGUNDO CA 90245

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

MP 13 Ventures, LLC

(Last) (First) (Middle)

450 DULEY ROAD

(Street)

EL SEGUNDO CA 90245

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Nant Capital, LLC

(Last) (First) (Middle)

450 DULEY ROAD

(Street)

EL SEGUNDO CA 90245

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

Explanation of Responses:

1. Each restricted stock unit ("RSU") represents a contingent right to receive one share of ImmunityBio, Inc. (the "Issuer") common stock.

2. On February 22, 2026, the Reporting Person's RSUs vested. The closing price of Immunity Bio, Inc.'s common stock on February 20, 2026 was the settlement price used to calculate the shares withheld.

3. Shares held by Nant Capital, LLC, an investment vehicle of the Reporting Person ("Nant Capital").

4. 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.

5. Shares held by NantBio, Inc. ("NantBio"). NantWorks, LLC ("NantWorks") is the majority stockholder and an affiliate of NantBio 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.

6. Shares held by California Capital Equity, LLC ("CalCap"). The Reporting Person owns all of the equity interests of CalCap and has voting and dispositive power over the shares held by CalCap.

7. 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 rReporting Person serves as Chairman of the Foundation.

8. Shares 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.

9. Shares 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.

10. Shares held by NantCancerStemCell, LLC ("NantCancerStemCell"). 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 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.

11. Subject to the reporting person's continuing to be a Service Provider (as defined in the Issuer's Amended and Restated 2015 Equity Incentive Plan) through each applicable vesting date, 33.33% of the shares subject to the RSU award shall vest in equal annual installments on each of the first and second anniversaries of the vesting commencement date and 33.34% of the shares subject to the RSU award shall vest on the third anniversary of the vesting commencement date, such that all shares shall be fully vested on the third anniversary of the vesting commencement date. The vesting commencement date for this RSU award is February 22, 2024.

Remarks:

Founder, 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 and Manager of Nant Capital	02/24/2026
	** Signature of Reporting Person	Date
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FAQ

What insider transactions did Patrick Soon-Shiong report for ImmunityBio (IBRX)?

Patrick Soon-Shiong reported RSU vesting that converted 114,329 restricted stock units into ImmunityBio common shares. To satisfy tax obligations, 58,170 common shares were disposed of via share withholding at $8.70 per share, with the remaining shares added to his direct holdings.

How many ImmunityBio (IBRX) shares does Patrick Soon-Shiong hold directly after this Form 4?

After the reported RSU vesting and related tax withholding, Patrick Soon-Shiong directly holds 29,757,911 shares of ImmunityBio common stock. This reflects the net position following the conversion of 114,329 RSUs and the disposition of 58,170 shares for tax purposes.

Were any ImmunityBio (IBRX) shares sold on the open market in this Form 4?

The Form 4 shows a tax-withholding disposition of 58,170 ImmunityBio common shares at $8.70 per share. This disposition is described as payment of exercise price or tax liability by delivering securities, rather than a discretionary open-market sale.

What do the RSU terms disclosed for ImmunityBio (IBRX) indicate?

The RSU award vests over three years, subject to the reporting person continuing as a Service Provider. According to the disclosure, 33.33% vests on each of the first and second anniversaries, and 33.34% on the third, with a vesting commencement date of February 22, 2024.

Which entities hold ImmunityBio (IBRX) shares indirectly linked to Patrick Soon-Shiong?

The filing lists indirect ImmunityBio holdings through Nant Capital, Cambridge Equities, NantBio, California Capital Equity, the Chan Soon-Shiong Family Foundation, NantWorks, NantMobile, and NantCancerStemCell. Footnotes state Patrick Soon-Shiong may be deemed to have voting and dispositive power over these entities’ shares.

How are the 58,170 ImmunityBio (IBRX) shares disposed of characterized in the Form 4?

The 58,170 ImmunityBio common shares disposed of at $8.70 per share are coded as an “F” transaction. The description specifies this as payment of exercise price or tax liability by delivering securities, indicating a tax-withholding disposition tied to RSU vesting.