ImmunityBio insider converts $25M note to shares
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Form Type
4
Rhea-AI Filing Summary
ImmunityBio, Inc. reported that Nant Capital, LLC, an investment vehicle affiliated with Patrick Soon-Shiong, converted $25,000,000 of a Second Amended and Restated Convertible Promissory Note into 4,606,596 shares of common stock at $5.427 per share on March 31, 2026.
Following this derivative conversion, entities associated with Soon-Shiong indirectly held 251,018,873 shares of ImmunityBio common stock, and he also directly held 29,757,911 shares. The filing shows his influence through multiple affiliated entities with voting and dispositive power over these holdings.
Insider Trade Summary
0 shares exercised/converted
Exercise
10 txns
Insider
SOON-SHIONG PATRICK, CALIFORNIA CAPITAL EQUITY, LLC, Cambridge Equities, LP, MP 13 Ventures, LLC, Nant Capital, LLC
Role
See remarks | 10% Owner | 10% Owner | 10% Owner | 10% Owner
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Conversion | Second Amended and Restated Convertible Promissory Note | 0 | $0.00 | $0.00 |
| Conversion | Common Stock | 4,606,596 | $5.427 | $25.00M |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
Holdings After Transaction:
Second Amended and Restated Convertible Promissory Note — 0 contracts (Indirect, See footnote);
Common Stock — 616,878,266 shares (Indirect, See footnote);
Common Stock — 29,757,911 shares (Direct);
Common Stock — 7,976,159 shares (Indirect, See footnte)
Footnotes (9)
- F1. Shares held by Nant Capital, LLC, an investment vehicle of the Reporting Person.
- F2. 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.
- F3. 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.
- F4. 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.
- F5. 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.
- F6. 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.
- F7. Shares held by NantMobile, LLC ("NantMobile"). 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.
- F8. 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.
- F9. Nant Capital has the right at any time after December 10, 2024 and on or before December 31, 2027 to convert all or a portion of the outstanding principal amount of this Second Amended and Restated Promissory Note, as amended January 23, 2026, into fully paid and nonassessable shares of the Issuer's common stock at a price per share equal to $5.427. On March 31, 2026, Nant Capital delivered notice to the Issuer electing to convert outstanding principal in the amount of $25,000,000 into 4,606,596 shares of the Issuer's common stock.
Key Figures
Principal converted: $25,000,000
Shares issued on conversion: 4,606,596 shares
Conversion price: $5.427 per share
+4 more
7 metrics
Principal converted
$25,000,000
Outstanding principal of note converted on March 31, 2026
Shares issued on conversion
4,606,596 shares
Common stock received by Nant Capital from note conversion
Conversion price
$5.427 per share
Fixed price under Second Amended and Restated Promissory Note
Conversion window start
December 10, 2024
Earliest date Nant Capital could convert the note
Conversion window end
December 31, 2027
Latest date to convert the note into common stock
Indirect holdings after transaction
251,018,873 shares
ImmunityBio common stock held indirectly through affiliated entities
Direct holdings after transaction
29,757,911 shares
ImmunityBio common stock held directly by Patrick Soon-Shiong
Key Terms
Second Amended and Restated Convertible Promissory Note, beneficial ownership, voting and dispositive power, fully paid and nonassessable shares
4 terms
Second Amended and Restated Convertible Promissory Note financial
"outstanding principal amount of this Second Amended and Restated Promissory Note, as amended January 23, 2026"
beneficial ownership financial
"may be deemed to have beneficial ownership of the shares held by Cambridge Equities"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
voting and dispositive power financial
"may be deemed to have voting and dispositive power over the shares held by Cambridge Equities"
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What did the ImmunityBio (IBRX) Form 4 filing disclose about Nant Capital?
The Form 4 shows Nant Capital, LLC converted $25,000,000 of a convertible promissory note into 4,606,596 ImmunityBio common shares at $5.427 per share. Nant Capital is an investment vehicle affiliated with Patrick Soon-Shiong, who has voting and dispositive power over its holdings.
What conversion rights did Nant Capital have under the ImmunityBio note?
Nant Capital could convert the note any time after December 10, 2024 and on or before December 31, 2027. The conversion price was fixed at $5.427 per ImmunityBio common share, allowing principal amounts to be exchanged into fully paid and nonassessable stock.
What are Patrick Soon-Shiong’s indirect ImmunityBio (IBRX) holdings after the conversion?
The Form 4 shows 251,018,873 ImmunityBio common shares held indirectly through entities associated with Patrick Soon-Shiong. Footnotes explain his control, including voting and dispositive power, over several vehicles such as Nant Capital, California Capital Equity, NantWorks, and related affiliates.
AI-generated analysis. How Rhea-AI works. Not financial advice.
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