ImmunityBio, Inc. received an updated ownership report showing that Dr. Patrick Soon‑Shiong and affiliated entities beneficially own about 745,576,456 shares of common stock, or 66.3% of the company. This total includes his direct holdings, stock options, restricted stock units, and multiple investment vehicles and a family foundation.
Key entities linked to this stake include Cambridge Equities, LP with 261,705,814 shares (25.5%), Nant Capital, LLC with 339,465,529 shares (30.3%), California Capital Equity, LLC with 106,511,412 shares (10.4%), and NantWorks, LLC with 98,535,253 shares (9.6%). Percentages are calculated using 1,028,111,456 shares outstanding as of February 19, 2026, plus additional shares Dr. Soon‑Shiong and Nant Capital may acquire within 60 days.
Positive
None.
Negative
None.
Insights
Filing confirms that Patrick Soon‑Shiong and affiliates control about two‑thirds of ImmunityBio’s equity.
The disclosure shows Dr. Patrick Soon‑Shiong beneficially owning approximately 66.3% of ImmunityBio common stock, combining his personal holdings, options, restricted stock units, and multiple affiliated entities. This level of beneficial ownership indicates effective control over shareholder votes and major corporate decisions.
The filing details how entities such as Cambridge Equities, Nant Capital, California Capital Equity, NantWorks, and related subsidiaries hold large blocks, with certain positions includable through rights to acquire shares within 60 days, such as a promissory note convertible into 93,053,252 shares. Various disclaimers limit beneficial ownership to each party’s pecuniary interest, but voting and dispositive power are broadly shared.
For investors evaluating governance, this structure means decisions will largely reflect the preferences of Dr. Soon‑Shiong and his affiliates. Future company filings that update these ownership percentages or the status of convertible instruments, such as the note underlying the 93,053,252 shares, will clarify any shifts in control concentration.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 12)
ImmunityBio, Inc.
(Name of Issuer)
Common Stock, par value $0.0001 per share
(Title of Class of Securities)
45256X103
(CUSIP Number)
Charles Kenworthy Cambridge Equities, LP,
450 Duley Road El Segundo,
CA,
90245 (310) 836-6400
Martin J. Waters Wilson Sonsini Goodrich & Rosati,
12235 El Camino Real San Diego,
CA,
92130 (858) 350-2300
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
02/23/2026
(Date of Event Which Requires Filing of This Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the
Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other
provisions of the Act (however, see the Notes).
SCHEDULE 13D
CUSIP No.
45256X103
1
Name of reporting person
Cambridge Equities, LP
2
Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
3
SEC use only
4
Source of funds (See Instructions)
AF, WC, OO
5
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
6
Citizenship or place of organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
7
Sole Voting Power
0.00
8
Shared Voting Power
261,705,814.00
9
Sole Dispositive Power
0.00
10
Shared Dispositive Power
261,705,814.00
11
Aggregate amount beneficially owned by each reporting person
261,705,814.00
12
Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
13
Percent of class represented by amount in Row (11)
25.5 %
14
Type of Reporting Person (See Instructions)
PN
Comment for Type of Reporting Person:
The percentage shown in (13) is calculated based upon (x) 261,705,814 shares of the Issuer's Common Stock held by Cambridge Equities, LP ("Cambridge"), divided by (y) 1,028,111,456 shares of the Issuer's Common Stock issued and outstanding, as of February 19, 2026 as provided by the Issuer.
SCHEDULE 13D
CUSIP No.
45256X103
1
Name of reporting person
MP 13 Ventures, LLC
2
Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
3
SEC use only
4
Source of funds (See Instructions)
AF
5
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
6
Citizenship or place of organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
7
Sole Voting Power
0.00
8
Shared Voting Power
261,705,814.00
9
Sole Dispositive Power
0.00
10
Shared Dispositive Power
261,705,814.00
11
Aggregate amount beneficially owned by each reporting person
261,705,814.00
12
Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
13
Percent of class represented by amount in Row (11)
25.5 %
14
Type of Reporting Person (See Instructions)
OO
Comment for Type of Reporting Person:
The percentage shown in (13) is calculated based upon (x) 261,705,814 shares of the Issuer's Common Stock held by Cambridge, divided by (y) 1,028,111,456 shares of the Issuer's Common Stock issued and outstanding, as of February 19, 2026, as provided by the Issuer. MP 13 Ventures, LLC ("MP 13 Ventures") may be deemed to beneficially own, and share voting power and investment power with Cambridge over, all shares of the Issuer's Common Stock beneficially owned by Cambridge.
SCHEDULE 13D
CUSIP No.
45256X103
1
Name of reporting person
NantWorks, LLC
2
Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
3
SEC use only
4
Source of funds (See Instructions)
OO
5
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
6
Citizenship or place of organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
7
Sole Voting Power
0.00
8
Shared Voting Power
98,535,253.00
9
Sole Dispositive Power
0.00
10
Shared Dispositive Power
98,535,253.00
11
Aggregate amount beneficially owned by each reporting person
98,535,253.00
12
Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
13
Percent of class represented by amount in Row (11)
9.6 %
14
Type of Reporting Person (See Instructions)
OO
Comment for Type of Reporting Person:
The percentage shown in (13) is calculated based upon (x) the sum of (i) 9,986,920 shares of the Issuer's Common Stock held by NantWorks, LLC ("NantWorks"); (ii) 8,383,414 shares of the Issuers' Common Stock held by NantBio, Inc. ("NantBio"); (iii) 47,557,934 shares of the Issuer's Common Stock held by NantMobile, LLC ("NantMobile"); and (iv) 32,606,985 shares of the Issuer's Common Stock held by NantCancerStemCell, LLC ("NCSC") divided by (y) 1,028,111,456 shares of the Issuer's Common Stock issued and outstanding, as of February 19, 2026, as provided by the Issuer. NantBio, NantMobile and NCSC are majority-owned subsidiaries of NantWorks, and NantWorks shares voting and dispositive power over the shares beneficially owned by NantBio, NantMobile, and NCSC. NantWorks disclaims beneficial ownership of the shares of the Issuer's Common Stock beneficially owned by NantBio, NantMobile and NCSC, except to the extent of their pecuniary interest.
SCHEDULE 13D
CUSIP No.
45256X103
1
Name of reporting person
Nant Capital, LLC
2
Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
3
SEC use only
4
Source of funds (See Instructions)
OO
5
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
6
Citizenship or place of organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
7
Sole Voting Power
0.00
8
Shared Voting Power
339,465,529.00
9
Sole Dispositive Power
0.00
10
Shared Dispositive Power
339,465,529.00
11
Aggregate amount beneficially owned by each reporting person
339,465,529.00
12
Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
13
Percent of class represented by amount in Row (11)
30.3 %
14
Type of Reporting Person (See Instructions)
OO
Comment for Type of Reporting Person:
The percentage shown in (13) is calculated based upon (x) the sum of (i) 246,412,277 shares of the Issuer's Common Stock held by Nant Capital, LLC ("Nant Capital"); and (ii) 93,053,252 shares of the Issuers' Common Stock that Nant Capital has the right to acquire from the Issuer within 60 days of February 19, 2026 pursuant to the conversion of a promissory note divided by (y) the sum of (i) 1,028,111,456 shares of the Issuer's Common Stock issued and outstanding, as of February 19, 2026, as provided by the Issuer; and (ii) 93,053,252 shares of the Issuer's Common Stock that Nant Capital has the right to acquire from the Issuer within 60 days of February 19, 2026 pursuant to the conversion of a promissory note.
SCHEDULE 13D
CUSIP No.
45256X103
1
Name of reporting person
California Capital Equity, LLC
2
Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
3
SEC use only
4
Source of funds (See Instructions)
OO
5
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
6
Citizenship or place of organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
7
Sole Voting Power
0.00
8
Shared Voting Power
106,511,412.00
9
Sole Dispositive Power
0.00
10
Shared Dispositive Power
106,511,412.00
11
Aggregate amount beneficially owned by each reporting person
106,511,412.00
12
Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
13
Percent of class represented by amount in Row (11)
10.4 %
14
Type of Reporting Person (See Instructions)
OO
Comment for Type of Reporting Person:
The percentage shown in (13) is calculated based upon (x) the sum of (i) 7,976,159 shares of the Issuer's Common Stock held by California Capital Equity, LLC ("California Capital"); (ii) 9,986,920 shars of the Issuer's Common Stock held by NantWorks; (iii) 8,383,414 shares of the Issuers' Common Stock held by NantBio; (iv) 47,557,934 shares of the Issuer's Common Stock held by NantMobile; and (v) 32,606,985 shares of the Issuer's Common Stock held by NCSC divided by (y) 1,028,111,456 shares of the Issuer's Common Stock issued and outstanding, as of February 19, 2026, as provided by the Issuer. NantWorks is a wholly-owned subsidiary of California Capital. NantBio, NantMobile and NCSC are majority-owned subsidiaries of NantWorks. California Capital shares voting and dispositive power over the shares beneficially owned by NantWorks, NantBio, NantMobile, and NCSC. California Capital disclaims beneficial ownership of the shares of the Issuer's Common Stock beneficially owned by NantWorks, NantBio, NantMobile and NCSC, except to the extent of their pecuniary interest.
SCHEDULE 13D
CUSIP No.
45256X103
1
Name of reporting person
Patrick Soon-Shiong
2
Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
3
SEC use only
4
Source of funds (See Instructions)
AF, PF, OO
5
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
6
Citizenship or place of organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
7
Sole Voting Power
32,275,375.00
8
Shared Voting Power
713,301,081.00
9
Sole Dispositive Power
32,275,375.00
10
Shared Dispositive Power
713,301,081.00
11
Aggregate amount beneficially owned by each reporting person
745,576,456.00
12
Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
13
Percent of class represented by amount in Row (11)
66.3 %
14
Type of Reporting Person (See Instructions)
IN
Comment for Type of Reporting Person:
The percentage in (13) is calculated based upon (x) the sum of (i) 29,701,752 shares of the Issuer's Common Stock held by Dr. Patrick Soon-Shiong; (ii) 2,459,294 shares of the Issuer's Common Stock that Dr. Soon-Shiong has the right to acquire from the Issuer within 60 days of February 19, 2026 pursuant to the exercise of stock options that were exercisable as of February 19, 2026; (iii) 114,329 shares of the Issuer's Common Stock that Dr. Soon-Shiong has the right to acquire from the Issuer within 60 days of February 19, 2026 pursuant to the vesting of restricted stock units; (iv) 261,705,814 shares of the Issuer's Common Stock held by Cambridge; (v) 7,976,159 shares of the Issuer's Common Stock held by California Capital; (vi) 9,986,920 shares of the Issuer's Common Stock held by NantWorks; (vii) 246,412,277 shares of the Issuer's Common Stock held by Nant Capital; (viii) 93,053,252 shares of the Issuer's Common Stock that Nant Capital has the right to acquire from the Issuer within 60 days of February 19, 2026 pursuant to the conversion of a promissory note; (ix) 8,383,414 shares of the Issuer's Common Stock held by NantBio; (x) 47,557,934 shares of the Issuer's Common Stock held by NantMobile; (xi) 32,606,985 shares of the Issuer's Common Stock held by NCSC; and (xii) 5,618,326 shares of the Issuer's Common Stock held by the Chan Soon-Shiong Family Foundation divided by (y) the sum of (i) 1,028,111,456 shares of the Issuer's Common Stock issued and outstanding, as of February 19, 2026, as provided by the Issuer; (ii) 2,459,294 shares of the Issuer's Common Stock that Dr. Soon-Shiong has the right to acquire from the Issuer within 60 days of February 19, 2026 pursuant to the exercise of stock options that were exercisable as of February 19, 2026; (iii) 114,329 shares of the Issuer's Common Stock that Dr. Soon-Shiong has the right to acquire from the Issuer within 60 days of February 19, 2026 pursuant to the vesting of restricted stock units, and (iv) 93,053,252 shares of the Issuer's Common Stock that Nant Capital has the right to acquire from the Issuer within 60 days of February 19, 2026, pursuant to the conversion of a promissory note. Dr. Soon-Shiong may be deemed to beneficially own, and share voting power and investment power over, all shares of the Issuer's Common Stock beneficially owned by Cambridge, California Capital, NantWorks, NantBio, NantMobile, NCSC, Nant Capital, and the Chan Soon-Shiong Family Foundation. Dr. Soon-Shiong disclaims beneficial ownership of the shares of the Issuer's Common Stock beneficially owned by Cambridge, California Capital, NantWorks, NantBio, NantMobile, NCSC, Nant Capital, and the Chan Soon-Shiong Family Foundation except to the extent of his pecuniary interest.
SCHEDULE 13D
Item 1.
Security and Issuer
(a)
Title of Class of Securities:
Common Stock, par value $0.0001 per share
(b)
Name of Issuer:
ImmunityBio, Inc.
(c)
Address of Issuer's Principal Executive Offices:
3530 John Hopkins Court, San Diego,
CALIFORNIA
, 92121.
Item 7.
Material to be Filed as Exhibits.
The following documents are filed as exhibits: Exhibit 99.1 Joint Filing Agreement, dated as of September 21, 2023, by and among Cambridge Equities, LP, MP 13 Ventures, LLC, NantWorks, LLC, NantMobile, LLC, Nant Capital, LLC, California Capital Equity, LLC, and Patrick Soon-Shiong (incorporated by reference to Exhibit 99.1 to the Sch 13D/A (Amendment No. 9) filed with the SEC by the Reporting Persons on September 21, 2023). Exhibit 99.2 Nominating Agreement by and between the Issuer and Cambridge Equities, LP, dated June 18, 2015 (incorporated by reference to Exhibit 4.1 to the Issuer's Registration Statement on Form S-1 (File No. 333-205124) filed with the SEC on June 19, 2015). Registration Rights Agreement by and between the Issuer and Cambridge Equities, LP, dated December 23, 2014 (incorporated by reference to Exhibit 4.3 to the Issuer's Registration Statement on Form S-1 (File No. 333-205124) filed with the SEC on June 19, 2015).
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Cambridge Equities, LP
Signature:
/s/ Charles Kenworthy
Name/Title:
Charles Kenworthy, Manager of MP 13 Ventures, LLC, the General Partner of Cambridge Equities, LP
Date:
02/25/2026
MP 13 Ventures, LLC
Signature:
/s/ Charles Kenworthy
Name/Title:
Charles Kenworthy, Manager
Date:
02/25/2026
NantWorks, LLC
Signature:
/s/ Robert Morse
Name/Title:
Robert Morse, CFO of NantWorks, LLC
Date:
02/25/2026
Nant Capital, LLC
Signature:
/s/ Charles Kenworthy
Name/Title:
Charles Kenworthy, Manager of Nant Capital, LLC
Date:
02/25/2026
California Capital Equity, LLC
Signature:
/s/ Charles Kenworthy
Name/Title:
Charles Kenworthy, Manager of California Capital Equity, LLC
What ownership stake in ImmunityBio (IBRX) does Patrick Soon-Shiong report?
Patrick Soon-Shiong reports beneficial ownership of 66.3% of ImmunityBio’s common stock. This reflects 745,576,456 shares, including his direct holdings, stock options, restricted stock units, and shares held through several affiliated entities and a family foundation, based on the company’s reported shares outstanding.
How many ImmunityBio (IBRX) shares does Cambridge Equities, LP hold?
Cambridge Equities, LP reports beneficial ownership of 261,705,814 ImmunityBio shares. This represents about 25.5% of the common stock, calculated using 1,028,111,456 shares outstanding as of February 19, 2026, as provided by ImmunityBio in the ownership disclosure.
What is Nant Capital, LLC’s reported stake in ImmunityBio (IBRX)?
Nant Capital, LLC reports beneficial ownership of 339,465,529 ImmunityBio shares. This equals about 30.3% of the company, combining 246,412,277 shares it holds directly and 93,053,252 shares it can acquire within 60 days through conversion of a promissory note.
How many ImmunityBio (IBRX) shares are used to calculate the ownership percentages?
Ownership percentages are based primarily on 1,028,111,456 ImmunityBio shares outstanding. For some calculations, this base is adjusted by adding shares that can be acquired within 60 days through stock options, restricted stock units, or conversion of a promissory note, as specified in the disclosure.
What stake in ImmunityBio (IBRX) does California Capital Equity, LLC report?
California Capital Equity, LLC reports beneficial ownership of 106,511,412 ImmunityBio shares. That corresponds to about 10.4% of the common stock, reflecting its own holdings plus shares held through its wholly-owned and majority-owned subsidiaries, subject to pecuniary-interest disclaimers.
How much of ImmunityBio (IBRX) does NantWorks, LLC beneficially own?
NantWorks, LLC reports beneficial ownership of 98,535,253 ImmunityBio shares. This equals about 9.6% of outstanding common stock, combining its own holdings and shares held by majority-owned subsidiaries NantBio, NantMobile, and NCSC, with beneficial ownership disclaimed beyond its pecuniary interest.
