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SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to ImmunityBio, Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| August 8, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 8, 2025 ImmunityBio, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37507 43-1979754 (State or other jurisdiction of incorporation) (Commission File N |
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| August 8, 2025 |
EX-99.2 Exhibit 99.2 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF CALIFORNIA IN RE IMMUNITYBIO, INC. SHAREHOLDER DERIVATIVE LITIGATION STIPULATION AND SETTLEMENT AGREEMENT Lead Case No.: 3:24-cv-02014-GPC-VET (Consolidated with 3:25-cv-00416-GPC-VET 3:25-cv-00423-GPC-VET) Judge: Hon. Gonzalo P. Curiel Magistrate Judge: Hon. Valerie E. Torres 3:24-cv-02014-GPC-VET STIPULATION AND SETTLEMENT AG |
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| August 8, 2025 |
EX-99.1 Exhibit 99.1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF CALIFORNIA IN RE IMMUNITYBIO, INC. SHAREHOLDER DERIVATIVE LITIGATION NOTICE OF PROPOSED DERIVATIVE SETTLEMENT Lead Case No.: 3:24-cv-02014-GPC-VET (Consolidated with 3:25-cv-00416-GPC-VET 3:25-cv-00423-GPC-VET) Judge: Hon. Gonzalo P. Curiel Magistrate Judge: Hon. Valerie E. Torres NOTICE OF PROPOSED SETTLEMENT OF SHAREHOLDER DE |
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| August 5, 2025 |
EXHIBIT 99.1 ImmunityBio Reports Q2 Earnings Release Reflecting 60% Increase in Revenue in Q2 2025, with Year-to-Date Sales of $43 million and 246% Unit Growth Since J-code •Q2 2025 Revenue Growth with Continued Strong Sales Momentum: $26.4 million, up 60% from Q1 2025, with year-to-date sales of approximately $43 million. •ANKTIVA® Unit Growth Since J-code: 246% unit sales volume growth in 1H 202 |
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| August 5, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 5, 2025 ImmunityBio, Inc. |
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| August 5, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 00 |
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| July 28, 2025 |
Table 1: Newly Registered and Carry Forward Securities Calculation of Filing Fee Tables S-3 ImmunityBio, Inc. Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date Fi |
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| July 28, 2025 |
Table of Contents Filed Pursuant to Rule 424(b)(5) File No. 333-278770 PROSPECTUS SUPPLEMENT (To Prospectus dated April 17, 2024) 29,629,632 Shares of Common Stock Warrants to Purchase up to 29,629,632 Shares of Common Stock and the Shares of Common Stock underlying the Warrants We are offering 29,629,632 shares of our common stock, par value $0.0001 per share (the “common stock”), and warrants to |
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| July 25, 2025 |
EX-99.1 Exhibit 99.1 NEWS RELEASE ImmunityBio Reports 60% Increase in Revenue in Q2 2025, with Year-to-Date Sales of $43 Million and 246% Unit Growth Since J-Code with Regulatory Updates CULVER CITY, Calif., – July 25, 2025 – ImmunityBio, Inc. (NASDAQ: IBRX), a leading immunotherapy company, today announced preliminary financial results for the fiscal quarter ended June 30, 2025, and clinical prog |
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| July 25, 2025 |
EX-1.1 Exhibit 1.1 PLACEMENT AGENCY AGREEMENT July 24, 2025 Piper Sandler & Co. 1251 Avenue of the Americas, 6th Floor New York, New York 10020 Ladies and Gentlemen: ImmunityBio, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions of this Placement Agency Agreement (this “Agreement”) and the Securities Purchase Agreement (as defined below), to issue and sell |
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| July 25, 2025 |
Securities Purchase Agreement, dated as of July 24, 2025. Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of July 24, 2025, by and among ImmunityBio, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to the terms and conditions s |
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| July 25, 2025 |
Form of Common Stock Purchase Warrant. Exhibit 4.1 COMMON STOCK PURCHASE WARRANT IMMUNITYBIO, INC. Warrant Shares: Issue Date: July , 2025 THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the Issue Date and on or prior to 5:00 p.m. (N |
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| July 25, 2025 |
EX-99.2 Exhibit 99.2 ImmunityBio, Inc. Announces Execution of $80 Million Equity Financing from Multiple Institutional Investors CULVER CITY, Calif., July 25, 2025 – ImmunityBio, Inc. (NASDAQ: IBRX), a leading immunotherapy company, today announced that it has executed financing to provide further working capital and support its ongoing business operations. The Company entered into a securities pu |
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| July 25, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 24, 2025 ImmunityBio, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37507 43-1979754 (State or other jurisdiction of incorporation) (Commission File Nu |
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| June 23, 2025 |
Exhibit 107 Calculation of Filing Fee Table Form S-8 (Form Type) ImmunityBio, Inc. |
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| June 23, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 IMMUNITYBIO, INC. (Exact name of registrant as specified in its charter) Delaware 43-1979754 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 3530 John Hopkins Court San Diego, California 92121 (Address of Princi |
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| June 20, 2025 |
ImmunityBio, Inc. 2025 Equity Incentive Plan. EXHIBIT 10.1 IMMUNITYBIO, INC. 2025 EQUITY INCENTIVE PLAN 1.Purposes of the Plan; Award Types. (a)Purposes of the Plan. The purposes of this Plan are to attract and retain personnel for positions with the Company Group, to provide additional incentive to Employees, Directors, and Consultants (collectively, “Service Providers”), and to promote the success of the Company’s business. (b)Award Types. |
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| June 20, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 18, 2025 ImmunityBio, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37507 43-1979754 (State or other jurisdiction of incorporation) (Commission File Nu |
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| May 12, 2025 |
EXHIBIT 99.1 ImmunityBio Reports Doubled Net Revenue and 150% Unit Growth in Q1 2025, With Continued Strong Sales Momentum in First Quarter since J-code •For the three months ended March 31, 2025—marking the first quarter with a permanent J-code that streamlined billing and reimbursement for prescribing providers—ImmunityBio achieved net product revenue of approximately $16.5 million, representing |
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| May 12, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 12, 2025 ImmunityBio, Inc. |
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| May 12, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0 |
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| May 5, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 5, 2025 ImmunityBio, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37507 43-1979754 (State or other jurisdiction of incorporation) (Commission File Numb |
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| May 5, 2025 |
Exhibit 99.1 IMMUNITYBIO REQUESTS AN URGENT MEETING WITH FDA TO ADDRESS THE CHANGE IN THE AGENCY’S UNAMBIGUOUS GUIDANCE ON JAN 2025 TO SUBMIT A sBLA FOR NMIBC BCG UNRESPONSIVE PAPILLARY DISEASE, FOLLOWING AN INCONSISTENT REFUSAL TO FILE LETTER ON MAY 2, 2025 CULVER CITY, Calif., May 5, 2025 – ImmunityBio, Inc. (NASDAQ: IBRX), a leading immunotherapy company, today announced that the Company receiv |
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| April 30, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the Appropriate Box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e) |
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| April 30, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the Appropriate Box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e) |
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| April 15, 2025 |
EXHIBIT 99.1 ImmunityBio Announces FDA Submissions of Supplemental BLA for NMIBC Papillary Disease and for Expanded Access of ANKTIVA® to Treat Lymphopenia Company to Provide Regulatory, Sales, and Platform Updates at Investor Day including: •In Q1, the company submitted a supplemental Biologics License Application (sBLA) for use of ANKTIVA® plus Bacillus Calmette-Guérin (BCG) in BCG-unresponsive |
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| April 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 15, 2025 ImmunityBio, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37507 43-1979754 (State or other jurisdiction of incorporation) (Commission File N |
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| April 8, 2025 |
Exhibit 107 Calculation of Filing Fee Tables 424(b)(5) (Form Type) ImmunityBio, Inc. |
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| April 8, 2025 |
424B5 Table of Contents Filed Pursuant to Rule 424(b)(5) File No. 333-278770 PROSPECTUS SUPPLEMENT (To Prospectus dated April 17, 2024) 29,024,768 Shares of Common Stock Warrants to Purchase up to 29,024,768 Shares of Common Stock and the Shares of Common Stock underlying the Warrants We are offering 29,024,768 shares of our common stock, par value $0.0001 per share (the “common stock”), and warra |
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| April 8, 2025 |
Securities Purchase Agreement, dated as of April 7, 2025 Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of April 7, 2025, by and among ImmunityBio, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to the terms and conditions s |
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| April 8, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 7, 2025 ImmunityBio, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37507 43-1979754 (State or other jurisdiction of incorporation) (Commission File Nu |
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| April 8, 2025 |
2025 Common Stock Purchase Warrant Exhibit 4.1 COMMON STOCK PURCHASE WARRANT IMMUNITYBIO, INC. Warrant Shares: Issue Date: April , 2025 THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the Issue Date and on or prior to 5:00 p.m. ( |
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| April 8, 2025 |
ImmunityBio Announces Execution of $75 Million Equity Financing with an Institutional Investor Exhibit 99.1 ImmunityBio Announces Execution of $75 Million Equity Financing with an Institutional Investor CULVER CITY, Calif., April 8, 2025 — ImmunityBio, Inc. (NASDAQ: IBRX), a leading immunotherapy company, today announced that it has executed financing to provide further working capital and support its ongoing business operations. The Company entered into a securities purchase agreement for |
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| March 19, 2025 |
Letter from Ernst & Young LLP, dated March 17, 2025. EX-16.1 2 ibrx-20253138xkexhibit161.htm EX-16.1 EXHIBIT 16.1 March 17, 2025 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners: We have read Item 4.01 of Form 8-K dated March 13, 2025, of ImmunityBio, Inc. and are in agreement with the statements contained in paragraphs two through four under (a) Dismissal of Independent Registered Public Accounting Firm there |
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| March 19, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 13, 2025 ImmunityBio, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37507 43-1979754 (State or other jurisdiction of incorporation) (Commission File N |
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| March 3, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 3, 2025 ImmunityBio, Inc. |
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| March 3, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-37 |
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| March 3, 2025 |
EXHIBIT 99.1 ImmunityBio Reports Sales Momentum & Unit Growth Since Permanent J-code Issuance (J9028) in January 2025 and Financial Results for Year End 2024 •With a permanent J-code (J9028) awarded in January 2025, ImmunityBio’s February 2025 ANKTIVA® unit sales volume grew 97% over unit sales volume in December 2024 •ANKTIVA sales momentum continues to trend upward quarter to date 2025, with sal |
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| March 3, 2025 |
Subsidiaries of ImmunityBio, Inc. as of December 31, 202 EXHIBIT 21.1 SUBSIDIARIES OF IMMUNITYBIO, INC. Name of Subsidiary Jurisdiction of Organization Percentage of Voting Securities Owned Directly or Indirectly by ImmunityBio, Inc. Infacell Therapeutics, Inc. Delaware 100.0% Inex Bio, Inc. Republic of Korea 100.0% NantCell, Inc. Delaware 100.0% Etubics Corporation Delaware 100.0% Altor BioScience, LLC Delaware 100.0% Altor BioScience Manufacturing Com |
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| March 3, 2025 |
ImmunityBio, Inc. Insider Trading Policy, EXHIBIT 19.1 IMMUNITYBIO, INC. INSIDER TRADING POLICY (As amended on August 2, 2019, as amended further on March 1, 2021 and as amended further on January 18, 2024) A.POLICY OVERVIEW ImmunityBio, Inc. (together with any subsidiaries, collectively the “Company”) has adopted this Insider Trading Policy (the “Policy”) to help you comply with the federal and state securities laws and regulations that |
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| February 13, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 7, 2025 ImmunityBio, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37507 43-1979754 (State or other jurisdiction of incorporation) (Commission File |
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| February 7, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 7, 2025 ImmunityBio, Inc. |
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| December 12, 2024 |
Exhibit 107 Calculation of Filing Fee Tables 424(b)(5) (Form Type) ImmunityBio, Inc. |
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| December 12, 2024 |
33,333,334 Shares of Common Stock Table of Contents Filed Pursuant to Rule 424(b)(5) File No. 333-278770 PROSPECTUS SUPPLEMENT (To Prospectus dated April 17, 2024) 33,333,334 Shares of Common Stock We are offering 33,333,334 shares of our common stock, par value $0.0001 per share (the “common stock”). Our common stock is listed on The Nasdaq Global Select Market (“Nasdaq”) under the symbol “IBRX.” The closing price of our common s |
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| December 11, 2024 |
ImmunityBio, Inc. Announces Pricing of Public Offering of Common Stock EX-99.1 Exhibit 99.1 ImmunityBio, Inc. Announces Pricing of Public Offering of Common Stock CULVER CITY, Calif. — (BUSINESS WIRE)—December 11, 2024 — ImmunityBio, Inc. (NASDAQ: IBRX), a leading immunotherapy company, today announced the pricing of its previously announced underwritten public offering of an aggregate of 33,333,334 shares of its common stock at a price to the public of $3.00 per sha |
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| December 11, 2024 |
EX-1.1 Exhibit 1.1 33,333,334 Shares of Common Stock ImmunityBio, Inc. UNDERWRITING AGREEMENT December 10, 2024 Jefferies LLC 520 Madison Avenue New York, New York 10022 Piper Sandler & Co. 1251 Avenue of the Americas, 6th Floor New York, New York 10020 As Representatives of the several Underwriters set forth on Schedule A hereto Ladies and Gentlemen: Introductory. ImmunityBio, Inc., a Delaware co |
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| December 11, 2024 |
EX-1.2 Exhibit 1.2 THIS NOTE AND THE SECURITIES ISSUABLE UPON THE CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. THESE SECURITIES MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED EXCEPT AS PERMITTED UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS PURSUANT TO AN EFFECTI |
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| December 11, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 10, 2024 ImmunityBio, Inc. |
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| December 11, 2024 |
EX-1.3 Exhibit 1.3 LIMITED CONSENT AND AMENDMENT TO REVENUE INTEREST PURCHASE AGREEMENT December 10, 2024 This LIMITED CONSENT AND AMENDMENT TO REVENUE INTEREST PURCHASE AGREEMENT (this “Consent”), dated as of the date first set forth above, is entered into by and among ImmunityBio, Inc., a Delaware corporation (the “Company”), the Persons listed on the signature pages hereof under the heading “PU |
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| December 10, 2024 |
ImmunityBio, Inc. Announces Proposed Public Offering of Common Stock EX-99.1 Exhibit 99.1 ImmunityBio, Inc. Announces Proposed Public Offering of Common Stock CULVER CITY, Calif.—(BUSINESS WIRE)—December 10, 2024 — ImmunityBio, Inc. (NASDAQ: IBRX), a leading immunotherapy company, today announced that it intends to offer and sell, subject to market and other conditions, shares of its common stock in an underwritten public offering. In addition, ImmunityBio expects |
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| December 10, 2024 |
Subject to Completion, dated December 10, 2024 Table of Contents Filed Pursuant to Rule 424(b)(5) File No. 333-278770 The information in this preliminary prospectus supplement and the accompanying prospectus is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities and are not soliciting an offer to buy these securities in any state or other jurisdiction |
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| December 10, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 10, 2024 ImmunityBio, Inc. |
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| November 19, 2024 |
EXHIBIT 99.1 ImmunityBio Completes ANKTIVA’s Post-Approval Enrollment of the 100th Patient in BCG Unresponsive NMIBC CIS Trial and Reports a Complete Response Rate of 71% with a Durable Duration of Response Ranging Up to 54 Months •High responder rate associated with a duration of response ranging as long as 54 months in QUILT-3.032 with 100 patients enrolled •Updated data intended to be submitted |
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| November 19, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 19, 2024 ImmunityBio, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37507 43-1979754 (State or other jurisdiction of incorporation) (Commission Fil |
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| November 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 12, 2024 ImmunityBio, Inc. |
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| November 12, 2024 |
EXHIBIT 10.1 CERTAIN INFORMATION HAS BEEN REDACTED FROM THIS EXHIBIT IN ACCORDANCE WITH ITEM 601(B)(10)(IV) OF REGULATION S-K BECAUSE SUCH INFORMATION (I) IS NOT MATERIAL AND (II) IS THE TYPE OF INFORMATION THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. INFORMATION THAT HAS BEEN SO REDACTED FROM THIS EXHIBIT HAS BEEN MARKED WITH “[*****]” TO INDICATE THE OMISSION. SETTLEMENT AGREEMENT AND RELEA |
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| November 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Numbe |
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| November 12, 2024 |
ImmunityBio Reports Third-Quarter 2024 Financial Results EXHIBIT 99.1 ImmunityBio Reports Third-Quarter 2024 Financial Results CULVER CITY, Calif.—Nov. 12, 2024—ImmunityBio, Inc. (NASDAQ: IBRX) today announced its financial results for the third-quarter ended September 30, 2024. •ANKTIVA® received a J-code (HCPCS Level II Code) in October 2024, effective January 1, 2025. •ANKTIVA (FDA-approved and commercially available in the U.S. since May 2024) is no |
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| August 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 00 |
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| August 12, 2024 |
ImmunityBio, Inc. 2015 Equity Incentive Plan. EXHIBIT 10.1 IMMUNITYBIO, INC. 2015 EQUITY INCENTIVE PLAN (As amended on June 11, 2024) 1.Purposes of the Plan. The purposes of this Plan are: •to attract and retain the best available personnel for positions of substantial responsibility, •to provide additional incentive to Employees, Directors and Consultants, and •to promote the success of the Company’s business. The Plan permits the grant of I |
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| July 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 13, 2024 ImmunityBio, Inc. |
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| June 20, 2024 |
Exhibit 107 Calculation of Filing Fee Table Form S-8 (Form Type) ImmunityBio, Inc. |
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| June 20, 2024 |
ImmunityBio, Inc. 2015 Equity Incentive Plan EXHIBIT 99.1 IMMUNITYBIO, INC. 2015 EQUITY INCENTIVE PLAN (As amended on June 12, 2024) 1.Purposes of the Plan. The purposes of this Plan are: •to attract and retain the best available personnel for positions of substantial responsibility, •to provide additional incentive to Employees, Directors and Consultants, and •to promote the success of the Company’s business. The Plan permits the grant of I |
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| June 20, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 IMMUNITYBIO, INC. (Exact name of registrant as specified in its charter) Delaware 43-1979754 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 3530 John Hopkins Court San Diego, California 92121 (Address of princi |
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| June 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d)of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 11, 2024 ImmunityBio, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37507 43-1979754 (State or other jurisdiction of incorporation) (Commission File Num |
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| May 9, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0 |
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| May 9, 2024 |
ImmunityBio, Inc. 2015 Equity Incentive Plan. EXHIBIT 10.1 IMMUNITYBIO, INC. 2015 EQUITY INCENTIVE PLAN (As amended on January 17, 2024) 1.Purposes of the Plan. The purposes of this Plan are: •to attract and retain the best available personnel for positions of substantial responsibility, •to provide additional incentive to Employees, Directors and Consultants, and •to promote the success of the Company’s business. The Plan permits the grant o |
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| April 30, 2024 |
April 30, 2024 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Tim Buchmiller Re: ImmunityBio, Inc. Registration Statement on Form S-3 File No. 333-278361 Acceleration Request Requested Date: May 2, 2024 Requested Time: 4:00 p.m. Eastern Time Ladies and Gentlemen: Pursuant to Rule 461 under the Securities Act of |
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| April 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ CHECK THE APPROPRIATE BOX: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive |
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| April 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ CHECK THE APPROPRIATE BOX: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e) |
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| April 23, 2024 |
EXHIBIT 99.1 ImmunityBio Announces FDA Approval of ANKTIVA®, First-in-Class IL-15 Receptor Agonist for BCG-Unresponsive Non-Muscle Invasive Bladder Cancer •Designated an FDA Breakthrough Therapy, the novel immunotherapy ANKTIVA activates the body’s natural killer (NK) and killer T-cell immune system to attack tumor cells •Therapy stimulates memory T cells, leading to long duration of complete resp |
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| April 23, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 22, 2024 ImmunityBio, Inc. |
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| April 17, 2024 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) ImmunityBio, Inc. |
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| April 17, 2024 |
As filed with the Securities and Exchange Commission on April 17, 2024 S-3ASR Table of Contents As filed with the Securities and Exchange Commission on April 17, 2024 Registration No. |
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| April 17, 2024 |
Exhibit 4.3 IMMUNITYBIO, INC. INDENTURE Dated as of , 20 [] Trustee TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND INCORPORATION BY REFERENCE 1 Section 1.1 Definitions 1 Section 1.2 Other Definitions 4 Section 1.3 Incorporation by Reference of Trust Indenture Act 5 Section 1.4 Rules of Construction 5 ARTICLE II THE SECURITIES 5 Section 2.1 Issuable in Series 5 Section 2.2 Establishment of Terms |
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| March 29, 2024 |
As filed with the Securities and Exchange Commission on March 28, 2024 S-3 Table of Contents As filed with the Securities and Exchange Commission on March 28, 2024 Registration No. |
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| March 29, 2024 |
EX-FILING FEES Exhibit 107 CALCULATION OF FILING FEE TABLES Form S-3 (Form Type) ImmunityBio, Inc. |
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| March 28, 2024 |
March 28, 2024 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F. Street, N.E. Washington, D.C. 20549 Attention: Filing Desk Re: ImmunityBio, Inc. Registration Statement on Form S-3 Ladies and Gentlemen: On behalf of ImmunityBio, Inc. (the “Company”), we submit for filing under the Securities Act of 1933, as amended (the “Securities Act”), a Regi |
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| March 19, 2024 |
EXHIBIT 4.7 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 ImmunityBio, Inc. has one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), our common stock. Description of Capital Stock The following description of our common stock is a summary and does not purpor |
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| March 19, 2024 |
EXHIBIT 97.1 IMMUNITYBIO, INC. COMPENSATION RECOVERY POLICY As adopted or most recently amended on November 29, 2023 ImmunityBio, Inc. (the “Company”) is committed to strong corporate governance. As part of this commitment, the Company’s Board of Directors (the “Board”) has adopted this clawback policy called the Compensation Recovery Policy (the “Policy”). The Policy is intended to further the Co |
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| March 19, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-37 |
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| March 19, 2024 |
EXHIBIT 10.17 THIS NOTE AND THE SECURITIES ISSUABLE UPON THE CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. THESE SECURITIES MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED EXCEPT AS PERMITTED UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS PURSUANT TO AN EFFECTIVE RE |
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| March 19, 2024 |
EXHIBIT 10.3 [CERTAIN INFORMATION IN THIS EXHIBIT IDENTIFIED BY [*****] IS CONFIDENTIAL AND HAS BEEN EXCLUDED BECAUSE THE REGISTRANT ACTUALLY TREATS THAT INFORMATION AS CONFIDENTIAL] REVENUE INTEREST PURCHASE AGREEMENT dated as of December 29, 2023 among IMMUNITYBIO, INC., as the Company, the Purchasers from time to time party hereto and INFINITY SA LLC, as Purchaser Agent TABLE OF CONTENTS ARTICL |
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| March 19, 2024 |
EXHIBIT 10.4 SECURITY AND PLEDGE AGREEMENT THIS SECURITY AND PLEDGE AGREEMENT (this “Agreement”) is entered into as of December 29, 2023 among ImmunityBio, Inc., a Delaware corporation (the “Company”), the Subsidiary Guarantors listed on the signature pages hereto, such other parties that may become Grantors hereunder after the date hereof (together with the Company and the Subsidiary Guarantors, |
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| March 19, 2024 |
Subsidiaries of ImmunityBio, Inc. as of December 31, 2023. EXHIBIT 21.1 SUBSIDIARIES OF IMMUNITYBIO, INC. Name of Subsidiary Jurisdiction of Organization Percentage of Voting Securities Owned Directly or Indirectly by ImmunityBio, Inc. Infacell Therapeutics, Inc. Delaware 100.0% Inex Bio, Inc. Republic of Korea 100.0% NantCell, Inc. Delaware 100.0% Etubics Corporation Delaware 100.0% Altor BioScience, LLC Delaware 100.0% Altor BioScience Manufacturing Com |
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| March 19, 2024 |
EXHIBIT 10.5 THIS SECURITY HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT FILED UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS, UNLESS AN EXEMPTION FROM SUCH REGISTRATION IS AVAILABLE STOCK PURCHASE AND OPTION AGREEMENT This STOCK PURCHASE AND OPTION |
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| March 19, 2024 |
EXHIBIT 10.41 October 3, 2023 Duley Road, LLC 9922 Jefferson Boulevard Culver City, CA 90232 Attn: Charles N. Kenworthy Re: Building #3 at 400 Duley Road Dear Mr. Kenworthy: Reference is made to that certain Commercial Lease (the “Lease”) dated February 1, 2017 by and between Duley Road, LLC (“Landlord”) and Altor Bioscience Manufacturing Company, LLC (“Tenant”) whereby Tenant leases from Landlord |
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| March 19, 2024 |
EXHIBIT 10.13 December 29, 2023 Nant Capital, LLC 450 Duley Road El Segundo, California 90245 Attn: Robert Morse, Chief Financial Officer Dear Nant Capital, LLC: Reference is made to (a) that certain Convertible Promissory Note issued by ImmunityBio, Inc., a Delaware corporation (the “Company”) to Nant Capital, LLC, a Delaware limited liability company (the “Holder”) dated March 31, 2023 in the st |
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| February 26, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 22, 2024 ImmunityBio, Inc. |
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| January 4, 2024 |
IBRX / ImmunityBio, Inc. / Cambridge Equities, LP - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 10)* ImmunityBio, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 45256X103 (CUSIP Number) Cambridge Equities, LP Attn: Charles Kenworthy 450 Duley Road El Segundo, California 90245 (310) 836-6400 With |
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| January 2, 2024 |
EXHIBIT 99.1 ImmunityBio Announces $320 Million Investment by Oberland Capital, with $210 Million Funded at Closing, Bringing Total Financing in 2023 to $850 Million •Up to $300 million non-dilutive capital exchanged for royalty payments on future ImmunityBio immunotherapy product revenue with up to a $20 million equity investment •Royalty financing includes $200 million funded at closing, and $10 |
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| January 2, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 29, 2023 ImmunityBio, Inc. |
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| November 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Numbe |
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| November 9, 2023 |
EXHIBIT 10.3 STOCK PURCHASE AGREEMENT This Stock Purchase Agreement (this “Agreement”) is made as of September 11, 2023 (the “Effective Date”) by and among ImmunityBio, Inc., a Delaware corporation (the “Company”), NantCell, Inc., a Delaware corporation and wholly-owned subsidiary of the Company (“NantCell”), Nant Capital, LLC (“Nant Capital”), NantMobile, LLC (“NantMobile”) and NantCancerStemCell |
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| November 9, 2023 |
2023 to the Promissory Note issued by ImmunityBio, EXHIBIT 10.7 September 11, 2023 Nant Capital, LLC 450 Duley Road El Segundo, California 90245 Attn: Robert Morse, Chief Financial Officer Dear Nant Capital, LLC: Reference is made to the Promissory Note issued by ImmunityBio, Inc., a Delaware corporation (the “Company”) to Nant Capital, LLC, a Delaware limited liability company (the “Holder”) dated December 12, 2022 in the stated principal amount |
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| November 9, 2023 |
as of August 31, 2023 by and between ImmunityBio, Inc. and 23 Alaska, EXHIBIT 10.2 LEASE TERMINATION AGREEMENT This Lease Termination Agreement (this “Agreement”) is made as of August 31, 2023 (the “Effective Date”), by and between IMMUNITYBIO, INC., a Delaware corporation (the “Tenant”), and 23 Alaska, LLC, a California limited liability company (the “Landlord”), with reference to the following facts: A.Tenant and Landlord are parties to that certain Standard Indus |
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| November 9, 2023 |
2023 to the Promissory Note issued by ImmunityBio, EXHIBIT 10.6 September 11, 2023 Nant Capital, LLC 450 Duley Road El Segundo, California 90245 Attn: Robert Morse, Chief Financial Officer Dear Nant Capital, LLC: Reference is made to the Promissory Note issued by ImmunityBio, Inc., a Delaware corporation (the “Company”) to Nant Capital, LLC, a Delaware limited liability company (the “Holder”) dated August 31, 2022 in the stated principal amount of |
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| November 9, 2023 |
EXHIBIT 10.5 September 11, 2023 Nant Capital, LLC 450 Duley Road El Segundo, California 90245 Attn: Robert Morse, Chief Financial Officer Dear Nant Capital, LLC: Reference is made to the Amended and Restated Promissory Note issued by ImmunityBio, Inc., a Delaware corporation (the “Company”) to Nant Capital, LLC, a Delaware limited liability company (the “Holder”) dated August 31, 2022 in the state |
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| November 9, 2023 |
Convertible Promissory Note between ImmunityBio, Inc. and Nant Capital, LLC dated EXHIBIT 10.4 THIS NOTE AND THE SECURITIES ISSUABLE UPON THE CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. THESE SECURITIES MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED EXCEPT AS PERMITTED UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS PURSUANT TO AN EFFECTIVE REG |
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| November 9, 2023 |
2023 to the Promissory Note issued by ImmunityBio, EXHIBIT 10.9 September 11, 2023 Nant Capital, LLC 450 Duley Road El Segundo, California 90245 Attn: Robert Morse, Chief Financial Officer Dear Nant Capital, LLC: Reference is made to the Promissory Note issued by ImmunityBio, Inc., a Delaware corporation (the “Company”) to Nant Capital, LLC, a Delaware limited liability company (the “Holder”) dated June 13, 2023 in the stated principal amount of $ |
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| November 9, 2023 |
EXHIBIT 3.4 CERTIFICATE OF AMENDMENT OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION IMMUNITYBIO, INC. (Pursuant to Section 242 of the General Corporation Law of the State of Delaware) ImmunityBio, Inc., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), hereby certifies as follows: 1.The name of this corporation is ImmunityBio, Inc. The Corporat |
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| November 9, 2023 |
EXHIBIT 10.8 September 11, 2023 Nant Capital, LLC 450 Duley Road El Segundo, California 90245 Attn: Robert Morse, Chief Financial Officer Dear Nant Capital, LLC: Reference is made to the Convertible Promissory Note issued by ImmunityBio, Inc., a Delaware corporation (the “Company”) to Nant Capital, LLC, a Delaware limited liability company (the “Holder”) dated March 31, 2023 in the stated principa |
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| November 9, 2023 |
Amended Form of February 2023 Common Stock Purchase Warrant. EXHIBIT 4.1 AMENDED COMMON STOCK PURCHASE WARRANT IMMUNITYBIO, INC. Warrant Shares: Issue Date: February 17, 2023 THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the Issue Date and on or prior t |
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| September 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 CHECK THE APPROPRIATE BOX: ☐ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☒ Definitive Information Statement ImmunityBio, Inc. (Name of Registran |
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| September 21, 2023 |
IBRX / ImmunityBio Inc / Cambridge Equities, LP - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 9)* ImmunityBio, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 45256X103 (CUSIP Number) Cambridge Equities, LP Attn: Charles Kenworthy 9922 Jefferson Boulevard Culver City, California 90232 (310) 836- |
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| September 21, 2023 |
EX-99.1 2 d464565dex991.htm EX-99.1 Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a Schedule 13D (including any and all amendments thereto) with respect to the common stock, par value $0.0001 per share, of ImmunityBio, Inc., and further |
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| September 18, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 CHECK THE APPROPRIATE BOX: ☒ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☐ Definitive Information Statement ImmunityBio, Inc. (Name of Registran |
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| September 11, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 11, 2023 ImmunityBio, Inc. |
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| September 11, 2023 |
EXHIBIT 99.1 ImmunityBio Announces $470 Million Equity and Debt Financing From Founder, Dr. Patrick Soon-Shiong and Nant Entities •Financing improves the company’s balance sheet and provides $200 million of capital, as follows: ◦Exchange of $270 million of debt held by Nant Entities into ImmunityBio equity resulting in deleveraging of the Company’s balance sheet ◦$200 million of a new 3-year term |
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| September 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 31, 2023 ImmunityBio, Inc. |
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| August 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 14, 2023 ImmunityBio, Inc. |
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| August 8, 2023 |
EXHIBIT 10.2 June 30, 2023 605 Doug St., LLC 2040 E. Mariposa Ave. El Segundo, CA 90245 To Whom It May Concern: Reference is made to (i) the Commercial Lease dated September 15, 2016 by and between 605 Doug St., LLC and ImmunityBio, Inc. (formerly known as NantKwest, Inc.) (the “Lease”) and (ii) the letter agreement dated May 24, 2023 by and between Landlord and Tenant which extended the Option Ex |
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| August 8, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 00 |
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| July 25, 2023 |
424B5 Filed Pursuant to Rule 424(b)(5) File Nos. 333-269608 AMENDMENT NO. 1 TO PROSPECTUS SUPPLEMENT (To Prospectus dated February 9, 2023) 14,072,615 Shares of Common Stock Warrants to Purchase up to 14,072,615 Shares of Common Stock and the Shares of Common Stock underlying the Warrants This Amendment No. 1 to Prospectus Supplement (the “Amendment”) modifies, supersedes and supplements informati |
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| July 24, 2023 |
424B5 Table of Contents Filed Pursuant to Rule 424(b)(5) File No. 333-269608 PROSPECTUS SUPPLEMENT (To Prospectus dated February 9, 2023) 14,569,296 Shares of Common Stock Warrants to Purchase up to 14,569,296 Shares of Common Stock and the Shares of Common Stock underlying the Warrants We are offering 14,569,296 shares of our common stock, par value $0.0001 per share (the “common stock”), and war |
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| July 21, 2023 |
Securities Purchase Agreement dated as of July 20, 2023. EX-10.1 Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of July 20, 2023, by and among ImmunityBio, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to the terms and cond |
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| July 21, 2023 |
ImmunityBio Announces Execution of $40 Million Equity Financing with Institutional Investors EX-99.1 Exhibit 99.1 NEWS RELEASE ImmunityBio Announces Execution of $40 Million Equity Financing with Institutional Investors CULVER CITY, Calif., July 20, 2023 — ImmunityBio, Inc. (NASDAQ: IBRX), a clinical-stage immunotherapy company, today announced that it has executed financing to provide further working capital and support its ongoing business operations. The Company entered into a securiti |
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| July 21, 2023 |
2023 Common Stock Purchase Warrant. EX-4.1 Exhibit 4.1 COMMON STOCK PURCHASE WARRANT IMMUNITYBIO, INC. Warrant Shares: Issue Date: July , 2023 THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the Issue Date and on or prior to 5:00 |
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| July 21, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 20, 2023 ImmunityBio, Inc. |
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| July 21, 2023 |
Placement Agency Agreement by and between the Company and Jefferies LLC, dated as of July 20, 2023. EX-1.1 Exhibit 1.1 PLACEMENT AGENCY AGREEMENT July 20, 2023 Jefferies LLC 520 Madison Avenue New York, New York 10022 Ladies and Gentlemen: ImmunityBio, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions of this Placement Agency Agreement (this “Agreement”) and the Securities Purchase Agreement (as defined below), to issue and sell to the purchasers identif |
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| July 20, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 20, 2023 ImmunityBio, Inc. |
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| June 14, 2023 |
Promissory Note between ImmunityBio, Inc. and Nant Capital, LLC dated June 1 EXHIBIT 10.1 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. THIS NOTE MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED EXCEPT AS PERMITTED UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT OR AN EXEMPTION THEREFROM. THE ISSUER OF TH |
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| June 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d)of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 13, 2023 ImmunityBio, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37507 43-1979754 (State or other jurisdiction of incorporation) (Commission File Num |
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| May 23, 2023 |
IBRX / ImmunityBio Inc / Cambridge Equities, LP - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 8)* ImmunityBio, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 45256X103 (CUSIP Number) Cambridge Equities, LP Attn: Charles Kenworthy 9922 Jefferson Boulevard Culver City, California 90232 (310) 836- |
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| May 11, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 9, 2023 ImmunityBio, Inc. |
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| May 11, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0 |
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| April 28, 2023 |
DEFA14A 1 ibrx-2023428xdefa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ CHECK THE APPROPRIATE BOX: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as |
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| April 28, 2023 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ CHECK THE APPROPRIATE BOX: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitte |
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| March 31, 2023 |
and Nant Capital, LLC dated as of March 31, 2023 (incorporated by reference to Exhibit Exhibit 10.1 THIS NOTE AND THE SECURITIES ISSUABLE UPON THE CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. THESE SECURITIES MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED EXCEPT AS PERMITTED UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS PURSUANT TO AN EFFECTIVE REG |
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| March 31, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 31, 2023 ImmunityBio, Inc. |
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| March 20, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 20, 2023 ImmunityBio, Inc. |
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| March 1, 2023 |
Subsidiaries of ImmunityBio, Inc. as of December 31, 2022. Exhibit 21.1 SUBSIDIARIES OF IMMUNITYBIO, INC. Name of Subsidiary Jurisdiction of Organization Percentage of Voting Securities Owned Directly or Indirectly by ImmunityBio, Inc. Infacell Therapeutics, Inc. Delaware 100.0% Inex Bio, Inc. Republic of Korea 100.0% NantCell, Inc. Delaware 100.0% Etubics Corporation Delaware 100.0% Altor BioScience, LLC Delaware 100.0% Altor BioScience Manufacturing Com |
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| March 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-37 |
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| February 16, 2023 |
424B5 Table of Contents Filed Pursuant to Rule 424(b)(5) File Nos. 333-269608 PROSPECTUS SUPPLEMENT (To Prospectus dated February 9, 2023) 14,072,615 Shares of Common Stock Warrants to Purchase up to 14,072,615 Shares of Common Stock and the Shares of Common Stock underlying the Warrants We are offering 14,072,615 shares of our common stock, par value $0.0001 per share (the “common stock”), and wa |
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| February 15, 2023 |
EX-1.1 2 d644968dex11.htm EX-1.1 Exhibit 1.1 PLACEMENT AGENCY AGREEMENT February 15, 2023 Jefferies LLC 520 Madison Avenue New York, New York 10022 Ladies and Gentlemen: ImmunityBio, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions of this Placement Agency Agreement (this “Agreement”) and the Securities Purchase Agreement (as defined below), to issue and |
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| February 15, 2023 |
EX-99.1 Exhibit 99.1 ImmunityBio Announces Execution of $50 Million Equity Financing with Multiple Institutional Investors CULVER CITY, Calif., February 15, 2023 — ImmunityBio, Inc. (NASDAQ: IBRX), a clinical-stage immunotherapy company, today announced that it has executed financing to provide further working capital and support its ongoing business operations. The Company entered into a securiti |
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| February 15, 2023 |
Securities Purchase Agreement dated as of February 15, 2023. EX-10.1 Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of February 15, 2023, by and among ImmunityBio, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to the terms and |
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| February 15, 2023 |
Form of Common Stock Purchase Warrant. EX-4.1 Exhibit 4.1 COMMON STOCK PURCHASE WARRANT IMMUNITYBIO, INC. Warrant Shares: Issue Date: February , 2023 THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the Issue Date and on or prior to 5 |
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| February 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 15, 2023 ImmunityBio, Inc. |
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| February 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 14, 2023 ImmunityBio, Inc. |
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| February 13, 2023 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 7, 2023 ImmunityBio, Inc. |
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| February 8, 2023 |
United States securities and exchange commission logo February 8, 2023 David Sachs CFO ImmunityBio, Inc. |
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| February 8, 2023 |
February 8, 2023 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Arzhang Navai Re: ImmunityBio, Inc. Registration Statement on Form S-3 Filed February 7, 2023 File No. 333-269608 Acceleration Request Requested Date: February 9, 2023 Requested Time: 4:30 P.M. Eastern Time Ladies and Gentlemen: Pursuant to Rule 46 |
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| February 7, 2023 |
As filed with the Securities and Exchange Commission on February 6, 2023 S-3 Table of Contents As filed with the Securities and Exchange Commission on February 6, 2023 Registration No. |
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| February 7, 2023 |
EX-FILING FEES 5 d443203dexfilingfees.htm EX-FILING FEES Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) ImmunityBio, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Share Maximum Aggregat |
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| February 7, 2023 |
EX-4.3 2 d443203dex43.htm EX-4.3 Exhibit 4.3 IMMUNITYBIO, INC. INDENTURE Dated as of , 20 [] Trustee TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND INCORPORATION BY REFERENCE 1 Section 1.1 Definitions 1 Section 1.2 Other Definitions 4 Section 1.3 Incorporation by Reference of Trust Indenture Act 5 Section 1.4 Rules of Construction 5 ARTICLE II THE SECURITIES 5 Section 2.1 Issuable in Series 5 Se |
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| January 11, 2023 |
United States securities and exchange commission logo January 11, 2023 David Sachs Chief Financial Officer ImmunityBio, Inc. |
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| January 5, 2023 |
January 5, 2023 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, N. |
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| December 20, 2022 |
United States securities and exchange commission logo December 20, 2022 David Sachs Chief Financial Officer ImmunityBio, Inc. |
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| December 12, 2022 |
ImmunityBio Announces $157 Million Financing From Nant and Institutional Investor EX-99.1 EXHIBIT 99.1 ImmunityBio Announces $157 Million Financing From Nant and Institutional Investor • Financing transactions include approximately $50 million of equity financing from a single institutional investor, $50 million of debt financing from Nant Capital, LLC, and conversion of approximately $56.6 million of debt held by NantWorks LLC into ImmunityBio equity. • Additional equity finan |
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| December 12, 2022 |
2022 Common Stock Purchase Warrant. EX-4.1 EXHIBIT 4.1 COMMON STOCK PURCHASE WARRANT IMMUNITYBIO, INC. Warrant Shares: 9,090,909 Issue Date: December 12, 2022 THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the Issue Date and on o |
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| December 12, 2022 |
As filed with the Securities and Exchange Commission on December 12, 2022 Registration No. |
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| December 12, 2022 |
EX-1.1 EXHIBIT 1.1 PLACEMENT AGENCY AGREEMENT December 12, 2022 Piper Sandler & Co. 800 Nicollet Mall Minneapolis, Minnesota 55402 Ladies and Gentlemen: ImmunityBio, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions of this Placement Agency Agreement (this “Agreement”) and the Securities Purchase Agreement (as defined below), to issue and sell to the purch |
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| December 12, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 12, 2022 ImmunityBio, Inc. |
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| December 12, 2022 |
Up to $238,795,982 Common Stock Filed Pursuant to Rule 424(b)(5) Registration No. 333-255699 AMENDMENT NO. 1 DATED DECEMBER 12, 2022 TO PROSPECTUS SUPPLEMENT DATED MAY 26, 2022 (To Prospectus dated May 18, 2022) Up to $238,795,982 Common Stock This Amendment No. 1 to Prospectus Supplement, or this Amendment, amends our prospectus supplement dated May 26, 2022. This Amendment should be read in conjunction with the prospectus supp |
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| December 12, 2022 |
Securities Purchase Agreement dated as of December 12, 2022. EX-10.1 Exhibit 10.1 Execution Version SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of December 12, 2022, between ImmunityBio, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to t |
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| December 12, 2022 |
Capital, LLC dated December 12, 2022. EX-10.2 EXHIBIT 10.2 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. THIS NOTE MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED EXCEPT AS PERMITTED UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT OR AN EXEMPTION THEREFROM. THE ISSU |
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| December 12, 2022 |
Table of Contents Filed Pursuant to Rule 424(b)(5) File Nos. 333-255699 and 333-268750 PROSPECTUS SUPPLEMENT (To Prospectus dated May 18, 2022) 9,090,909 Shares of Common Stock Warrants to Purchase up to 9,090,909 Shares of Common Stock and the Shares of Common Stock underlying the Warrants We are offering 9,090,909 shares of our common stock, par value $0.0001 per share (the “common stock”), and |
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| December 12, 2022 |
EXHIBIT 107 Calculation of Filing Fee Tables Form S-3 (Form Type) ImmunityBio, Inc. |
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| December 7, 2022 |
Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a Schedule 13D (including any and all amendments thereto) with respect to the common stock, par value $0.0001 per share, of ImmunityBio, Inc., and further agree that this Joint Filing Agreem |
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| December 7, 2022 |
IBRX / Immunitybio Inc / Cambridge Equities, LP - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 7)* ImmunityBio, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 45256X103 (CUSIP Number) Cambridge Equities, LP Attn: Charles Kenworthy 9922 Jefferson Boulevard Culver City, California 90232 (310) 836- |
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| December 5, 2022 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 2, 2022 ImmunityBio, Inc. |
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| November 15, 2022 |
EX-99.1 Exhibit 99.1 NASDAQ: IBRX Overview Presentation November 2022 11/14/22 1 Forward-Looking Statements This presentation and the accompanying verbal remarks contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, such as statements regarding data from the clinical trials for certain of ImmunityBio’s product candidates, clinical trial enro |
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| November 15, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 15, 2022 ImmunityBio, Inc. |
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| November 9, 2022 |
EXHIBIT 10.8 THIS NOTE AND THE SECURITIES ISSUABLE UPON THE CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. THESE SECURITIES MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED EXCEPT AS PERMITTED UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS PURSUANT TO AN EFFECTIVE REG |
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| November 9, 2022 |
Second Amended and Restated Convertible Promissory Note between ImmunityBio, EXHIBIT 10.6 THIS NOTE AND THE SECURITIES ISSUABLE UPON THE CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. THESE SECURITIES MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED EXCEPT AS PERMITTED UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS PURSUANT TO AN EFFECTIVE REG |
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| November 9, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Numbe |
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| November 9, 2022 |
Promissory Note between ImmunityBio, Inc. and Nant Capital, LLC dated August 31, 2022. EXHIBIT 10.1 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. THIS NOTE MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED EXCEPT AS PERMITTED UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT OR AN EXEMPTION THEREFROM. THE ISSUER OF TH |
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| November 9, 2022 |
EXHIBIT 10.7 THIS NOTE AND THE SECURITIES ISSUABLE UPON THE CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. THESE SECURITIES MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED EXCEPT AS PERMITTED UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS PURSUANT TO AN EFFECTIVE REG |
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| November 9, 2022 |
Amended and Restated Convertible Promissory Note between ImmunityBio, EXHIBIT 10.4 THIS NOTE AND THE SECURITIES ISSUABLE UPON THE CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. THESE SECURITIES MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED EXCEPT AS PERMITTED UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS PURSUANT TO AN EFFECTIVE REG |
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| November 9, 2022 |
EXHIBIT 10.5 THIS NOTE AND THE SECURITIES ISSUABLE UPON THE CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. THESE SECURITIES MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED EXCEPT AS PERMITTED UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS PURSUANT TO AN EFFECTIVE REG |
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| November 9, 2022 |
EXHIBIT 10.3 THIS NOTE AND THE SECURITIES ISSUABLE UPON THE CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. THESE SECURITIES MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED EXCEPT AS PERMITTED UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS PURSUANT TO AN EFFECTIVE REG |
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| November 9, 2022 |
EXHIBIT 10.2 THIS NOTE AND THE SECURITIES ISSUABLE UPON THE CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. THESE SECURITIES MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED EXCEPT AS PERMITTED UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS PURSUANT TO AN EFFECTIVE REG |
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| September 2, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 31, 2022 ImmunityBio, Inc. |
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| August 8, 2022 |
EXHIBIT 10.6 Page - 1 FIRST AMENDMENT TO LEASE This First Amendment (the ?Amendment?) to Lease is made as of July 16, 2015, by and between ARE-JOHN HOPKINS COURT, LLC, a Delaware limited liability company (?Landlord?), and CONKWEST, INC., a Delaware corporation (?Tenant?). RECITALS A.Landlord and Tenant are parties to that certain Lease Agreement dated as of June 19, 2015 (the ?Lease?). Pursuant t |
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| August 8, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 00 |
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| August 8, 2022 |
EXHIBIT 10.4 SECOND AMENDMENT TO FACILITY LICENSE AGREEMENT THIS SECOND AMENDMENT TO FACILITY LICENSE AGREEMENT (this ?Second Amendment?), effective as of May 1, 2022, is made and entered into by and between NANTWORKS, LLC, a Delaware limited liability company (?Licensor?), and IMMUNITYBIO, INC., a Delaware corporation (f/k/a NantKwest, Inc., a Delaware corporation) (?Licensee?), with respect to t |
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| August 8, 2022 |
Exhibit 10.5 AIRCR: contracts STANDARD INDUSTRIAL/COMMERCIAL SINGLE-TENANT LEASE - NET (DO NOT USE THIS FORM FOR MULTI-TENANT BUILDINGS) 1. Basic Provisions ("Basic Provisions"). 1.1 Parties. This Lease ("Lease"), dated for reference purposes only May l. 2022 , is made by and between 23 Alaska. LLC. a California Ii mired liability companv ("Lessor"), and lmmunitvBio, Inc., a Delaware Corpora lion |
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| August 8, 2022 |
EXHIBIT 10.8 THIRD AMENDMENT TO LEASE THIS THIRD AMENDMENT TO LEASE (this ?Third Amendment?) is made as of April 12, 2022, by and between ARE-JOHN HOPKINS COURT, LLC, a Delaware limited liability company (?Landlord?), and IMMUNITYBIO, INC., a Delaware corporation, f/k/a Nantkwest, Inc. (?Tenant?). RECITALS A. Landlord and Tenant are now parties to that certain Lease Agreement dated as of June 19, |
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| August 8, 2022 |
EXHIBIT 10.7 Page - 1 SECOND AMENDMENT TO LEASE This Second Amendment (the ?Amendment?) to Lease is made as of July 28, 2016 but effective as of June 18, 2016, by and between ARE-JOHN HOPKINS COURT, LLC, a Delaware limited liability company (?Landlord?), and NANTKWEST, INC., fka CONKWEST, INC., a Delaware corporation (?Tenant?). RECITALS A.Landlord and Tenant are parties to that certain Lease Agre |
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| August 8, 2022 |
EXHIBIT 10.9 LEASE TERMINATION AGREEMENT This Lease Termination Agreement (this ?Agreement?) is made as of May 31, 2022 (the ?Effective Date?), by and between IMMUNITYBIO, INC., a Delaware corporation (the ?Tenant?), and 557 DOUG ST., LLC, a California limited liability company (the ?Landlord?), with reference to the following facts: A.Tenant and Landlord are parties to that certain Standard Indus |
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| June 14, 2022 |
EX-FILING FEES 2 ibrx-20220614xs8exhibit107.htm EXHIBIT 107 Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) ImmunityBio, Inc. (Exact Name of Registrant as Specified in its Charter) Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered (1) Proposed Maximum Offering Price Per Share (2) Maximum Aggregate Offering Price Fee Rate Amount |
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| June 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 IMMUNITYBIO, INC. (Exact name of registrant as specified in its charter) Delaware 43-1979754 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 3530 John Hopkins Court San Diego, California 92121 (Address of princi |
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| June 14, 2022 |
ImmunityBio, Inc. 2015 Equity Incentive Plan and forms of agreement thereunder. Exhibit 10.1 IMMUNITYBIO, INC. 2015 EQUITY INCENTIVE PLAN (As amended on June 14, 2022) 1. Purposes of the Plan. The purposes of this Plan are: ?to attract and retain the best available personnel for positions of substantial responsibility, ?to provide additional incentive to Employees, Directors and Consultants, and ?to promote the success of the Company?s business. The Plan permits the grant of |
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| June 14, 2022 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d)of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 14, 2022 ImmunityBio, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37507 43-1979754 (State or other jurisdiction of incorporation) (Commission File Num |
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| May 26, 2022 |
Up to $330,795,982 Common Stock Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-255699 PROSPECTUS SUPPLEMENT (To Prospectus dated May 18, 2022) Up to $330,795,982 Common Stock We have entered into an open market sale agreement (the sale agreement) with Jefferies LLC (Jefferies) relating to shares of our common stock, $0.0001 par value per share, offered by this prospectus supplement and the accompanying p |
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| May 18, 2022 |
May 17, 2022 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, D. |
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| May 18, 2022 |
As filed with the Securities and Exchange Commission on May 17, 2022 As filed with the Securities and Exchange Commission on May 17, 2022 Registration No. |
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| May 16, 2022 |
As filed with the Securities and Exchange Commission on May 13, 2022 As filed with the Securities and Exchange Commission on May 13, 2022 Registration No. |
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| May 10, 2022 |
Exhibit 10.2 FORT SCHUYLER MANAGEMENT CORPORATION LEASE THIS LEASE (?Lease?) is entered into effective as of October 1, 2021 (?Effective Date?) and is between the Landlord and the Tenant hereinafter named. Landlord: Fort Schuyler Management Corporation SUNY Polytechnic Institute NanoFab East 4205 257 Fuller Road Albany, New York 12203 Tenant: Athenex, Inc. (formerly known as ?Kinex Pharmaceuticals |
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| May 10, 2022 |
Exhibit 10.3 FIRST AMENDMENT TO LEASE THIS FIRST AMENDMENT TO LEASE (this ?First Amendment to Lease?), effective as of the last date of signature below (the ?Effective Date?), by and among FORT SCHUYLER MANAGEMENT CORPORATION, a not-for-profit corporation existing under the laws of the State of New York, having its office located at 257 Fuller Road, Albany, New York 12203 (?Landlord?), and IMMUNIT |
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| May 10, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0 |
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| April 29, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive |
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| April 29, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e |
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| March 25, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 23, 2022 ImmunityBio, Inc. |
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| March 7, 2022 |
As filed with the Securities and Exchange Commission on March 4, 2022 Table of Contents As filed with the Securities and Exchange Commission on March 4, 2022 Registration No. |
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| March 1, 2022 |
Exhibit 3.3 CERTIFICATE OF AMENDMENT OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION IMMUNITYBIO, INC. (Pursuant to Section 242 of the General Corporation Law of the State of Delaware) ImmunityBio, Inc., a corporation organized and existing under the laws of the State of Delaware (the ?Corporation?), hereby certifies as follows: 1. The name of this corporation is ImmunityBio, Inc. The Corpora |
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| March 1, 2022 |
Exhibit 4.7 DESCRIPTION OF THE REGISTRANT?S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 ImmunityBio, Inc. has one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the ?Exchange Act?), our common stock. Description of Capital Stock The following description of our common stock is a summary and does not purpor |
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| March 1, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-37 |
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| March 1, 2022 |
Offer Letter, dated October 12, 2021, by and among ImmunityBio, Inc. and Regan Lauer. EX-10.36 3 ibrx-20211231x10kex1036.htm EX-10.36 Exhibit 10.36 October 12, 2021 Regan Lauer RE: Offer of Employment Dear Regan: I am pleased to offer you a position with ImmunityBio, Inc. (the “Company”), as its SVP, Accounting effective November 9, 2021 (or such other date as may be agreed between you and the Company). The expectation is that this position will change to Chief Accounting Officer ( |
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| March 1, 2022 |
Subsidiaries of ImmunityBio, Inc. as of December 31, 2021. Exhibit 21.1 SUBSIDIARIES OF IMMUNITYBIO, INC. Name of Subsidiary Jurisdiction of Organization Percentage of Voting Securities Owned Directly or Indirectly by ImmunityBio, Inc. Infacell Therapeutics, Inc. Delaware 100.0% Inex Bio, Inc. Republic of Korea 100.0% NantCell, Inc. Delaware 100.0% Etubics Corporation Delaware 100.0% Altor BioScience, LLC Delaware 100.0% Altor BioScience Manufacturing Com |
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| March 1, 2022 |
As filed with the Securities and Exchange Commission on March 1, 2022 Table of Contents As filed with the Securities and Exchange Commission on March 1, 2022 Registration No. |
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| February 15, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 14, 2022 ImmunityBio, Inc. |
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| February 15, 2022 |
EX-99.1 2 d318218dex991.htm EX-99.1 Exhibit 99.1 ImmunityBio Completes Acquisition of Athenex’s Interest in Dunkirk, New York Advanced Biotech Manufacturing Facility 409,000 square foot, state-of-the-art facility expands capabilities for large-scale manufacture of vaccine and immunotherapy product candidates CULVER CITY, Calif., February 15, 2022 – ImmunityBio, Inc. (NASDAQ: IBRX), a clinical-stag |
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| January 12, 2022 |
Exhibit 99.1 NEWS RELEASE ImmunityBio Expands Manufacturing Capacity with State-of-the-Art Manufacturing Plant in New York for Global Pandemic Response and Preparedness ? Over 400,000 square foot, state-of-the-art, finish-fill and lyophilization facility enables one billion doses of RNA and adjuvant vaccine production ? Newly constructed Current Good Manufacturing Practices (cGMP) facility with cl |
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| January 12, 2022 |
Purchase Agreement, by and between Athenex, Inc. and ImmunityBio, Inc. dated as of January 7, 2022 Exhibit 10.1 PURCHASE AGREEMENT BY AND BETWEEN ATHENEX, INC. AND IMMUNITYBIO, INC. DATED JANUARY 7, 2022 TABLE OF CONTENTS ARTICLE I DEFINITIONS 2 1.1 Definitions 2 1.2 Other Defined Terms 5 ARTICLE II SALE AND TRANSFER OF ASSETS 6 2.1 Purchased Assets 6 2.2 Excluded Assets 7 2.3 Nonassignable Assets 7 2.4 Liabilities 8 ARTICLE III PURCHASE PRICE 8 3.1 The Purchase Price 8 3.2 Payment at Closing 9 |
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| January 12, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 7, 2022 ImmunityBio, Inc. |
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| January 11, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION INFORMATION STATEMENT PURSUANT TO SECTION 14(C) OF THE SECURITIES EXCHANGE ACT OF 1934 Check the appropriate box: ? Preliminary Information Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ? Definitive Information Statement ImmunityBio, Inc. (Name of Registran |
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| December 30, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION INFORMATION STATEMENT PURSUANT TO SECTION 14(C) OF THE SECURITIES EXCHANGE ACT OF 1934 Check the appropriate box: ? Preliminary Information Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ? Definitive Information Statement ImmunityBio, Inc. (Name of Registran |
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| December 20, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 17, 2021 ImmunityBio, Inc. |
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| December 20, 2021 |
EX-10.1 2 d276799dex101.htm EX-10.1 Exhibit 10.1 THIS NOTE AND THE SECURITIES ISSUABLE UPON THE CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. THESE SECURITIES MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED EXCEPT AS PERMITTED UNDER THE ACT AND APPLICABLE STATE SECURITI |
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| December 20, 2021 |
EX-99.1 3 d276799dex991.htm EX-99.1 Exhibit 99.1 NEWS RELEASE IMMUNITYBIO ANNOUNCES COMPLETION OF $470 MILLION POST-MERGER FINANCING TO FUND LATE-STAGE CANCER CLINICAL TRIALS, PHASE 3 OF COVID T-CELL UNIVERSAL BOOST VACCINE TRIAL AND PROVIDES UPDATE ON BLADDER CANCER BLA FILING Year-End Review: • SISONKE Universal Boost COVID T-Cell vaccine trial initiates Phase 3 enrollment in South Africa in pre |
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| November 12, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission file numbe |
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| November 12, 2021 |
Exhibit 10.4 COMMERCIAL LEASE AGREEMENT This Commercial Lease Agreement (this ?Lease?), dated September 27, 2021 and made effective October 1, 2021 (?Effective Date?) is made by and between 420 NASH, LLC, a California limited liability company (?Landlord?) and IMMUNITYBIO, INC., a Delaware Corporation (?Tenant?). ARTICLE 1 BASIC PROVISIONS 1.1Premises. That certain real property commonly known as |
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| November 12, 2021 |
Industrial/Commercial Lease Agreement dated September 27, 2021 by and between 557 Exhibit 10.3 STANDARD INDUSTRIAL/COMMERCIAL SINGLE-TENANT LEASE - NET (DO NOT USE THIS FORM FOR MULTI-TENANT BUILDINGS) 1.Basic Provisions (?Basic Provisions?). 1.1Parties. This Lease (?Lease?), dated for reference purposes only September 27, 2021 , is made by and between 557 Doug St, LLC, a California limited liability company (?Lessor?) and ImmunityBio, Inc., a Delaware corporation (?Lessee?), ( |
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| November 12, 2021 |
as of September 27, 2021 by and among Nant Capital, LLC and ImmunityBio, Inc. Exhibit 10.2 MEMBERSHIP INTEREST PURCHASE AGREEMENT This Membership Interest Purchase Agreement (this ?Agreement?) is entered into as of September 27, 2021 (the ?Effective Date?), by and among Nant Capital, LLC, a Delaware limited liability company (?Buyer?) and ImmunityBio, Inc., a Delaware corporation (?Seller?). Each of Buyer and Seller are referred to herein as a ?Party? and collectively as th |
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| September 27, 2021 |
Entry into a Material Definitive Agreement UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 27, 2021 ImmunityBio, Inc. |
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| September 13, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 13, 2021 ImmunityBio, Inc. |
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| September 13, 2021 |
Exhibit 99.1 NEWS RELEASE ImmunityBio Announces Positive Durable Responses in BCG Unresponsive Bladder Cancer Patients with a Complete Response Rate of 72%, Median Duration of Complete Response of 19.9 Months, and 85% Remaining Cystectomy-free in Phase 2/3 Trial ? 58 out of 81 (72%) patients achieved a complete response at any time (three or six months), which compares favorably to historical comp |
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| August 13, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 9, 2021 ImmunityBio, Inc. |
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| August 12, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission file number: 00 |
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| August 12, 2021 |
Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF IMMUNITYBIO, INC. (As amended and restated on June 18, 2020. As further amended on March 10, 2021 to update the name of the company in connection with the merger with ImmunityBio, Inc.) TABLE OF CONTENTS Page ARTICLE I ? CORPORATE OFFICES 1 1.1 REGISTERED OFFICE 1 1.2 OTHER OFFICES 1 ARTICLE II ? MEETINGS OF STOCKHOLDERS 1 2.1 PLACE OF MEETINGS 1 2.2 ANNU |
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| August 12, 2021 |
Exhibit 10.1 FIRST AMENDMENT TO LEASE (EXPANSION & EXTENSION) This FIRST AMENDMENT TO LEASE (?Amendment?) is made and entered into as of the 28th day of May, 2021, but made effective as of April 1, 2021, by and between 605 NASH, LLC, a California limited liability company (?Landlord?), and IMMUNITYBIO, Inc., a Delaware corporation (formerly known as NantKwest, Inc., a Delaware corporation)(?Tenant |
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| June 15, 2021 |
Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 15, 2021 ImmunityBio, Inc. |
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| June 15, 2021 |
Exhibit 99.1 NEWS RELEASE FDA Authorizes ImmunityBio Study of Anktiva and PD-L1 t-haNK to Increase Effectiveness of Trodelvy in Triple-Negative Breast Cancer ? Open-label Phase 1b/2 study will evaluate the safety and preliminary efficacy of Anktiva (N-803) and PD-L1 t-haNK in combination with antibody-drug conjugate Trodelvy and low-dose chemotherapy in subjects with advanced triple-negative breas |
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| June 11, 2021 |
Results of Operations and Financial Condition, Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 11, 2021 ImmunityBio, Inc. |
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| June 4, 2021 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 4, 2021 ImmunityBio, Inc. |
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| June 4, 2021 |
A Leading Immunotherapy Biotech Company Broad Late-Stage Clinical Platform of Antibody Cytokine Fusion Proteins, Albumin-Linked Chemo-Immunomodulators, Vaccine Vectors and Natural Killer cells NASDAQ:IBRX June 4, 2021 Exhibit 99. |
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| May 28, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 28, 2021 ImmunityBio, Inc. |
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| May 21, 2021 |
As filed with the Securities and Exchange Commission on May 21, 2021 Table of Contents As filed with the Securities and Exchange Commission on May 21, 2021 Registration No. |
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| May 21, 2021 |
Specimen Common Stock Certificate. Exhibit 4.1 NUMBER SHARES ImmunItyBIo, Inc. COMMON STOCK INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP 45256X 10 3 this Certifies that: PROOF is the owner of FULLY PAID AND NON-ASSESSABLE SHARES OF COMMON STOCK OF $0.0001 PAR VALUE EACH OF AMERICAN COUNTERSIGNED BROOKLYN, ImmunItyBIo, Inc.NY AND transferable on the books of the Corporation by the ho |
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| May 21, 2021 |
As filed with the Securities and Exchange Commission on May 21, 2021 As filed with the Securities and Exchange Commission on May 21, 2021 Registration No. |
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| May 21, 2021 |
Exhibit 4.1 NUMBER SHARES ImmunItyBIo, Inc. COMMON STOCK INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP 45256X 10 3 this Certifies that: PROOF is the owner of FULLY PAID AND NON-ASSESSABLE SHARES OF COMMON STOCK OF $0.0001 PAR VALUE EACH OF AMERICAN COUNTERSIGNED BROOKLYN, ImmunItyBIo, Inc.NY AND transferable on the books of the Corporation by the ho |
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| May 14, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10‑Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10?Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission file number: 0 |
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| May 3, 2021 |
Open Market Sale Agreement dated April 30, 2021, by and between ImmunityBio, Inc. and Jefferies LLC. Exhibit 10.1 OPEN MARKET SALE AGREEMENTSM EXECUTION VERSION April 30, 2021 JEFFERIES LLC 520 Madison Avenue New York, New York 10022 Ladies and Gentlemen: ImmunityBio, Inc., a Delaware corporation (the ?Company?), proposes, subject to the terms and conditions stated herein, to issue and sell from time to time through Jefferies LLC, as sales agent and/or principal (the ?Agent?), shares of the Compa |
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| May 3, 2021 |
Table of Contents Filed Pursuant to Rule 424(b)(5) Registration Number 333-255699 CALCULATION OF REGISTRATION FEE Title of Securities to be Registered Maximum Aggregate Offering Price (1) Amount of Registration Fee (2)(3) Common Stock, $0. |
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| May 3, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 30, 2021 ImmunityBio, Inc. |
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| April 30, 2021 |
Power of Attorney (see signature page to the original filing of this registration statement). Table of Contents As filed with the Securities and Exchange Commission on April 30, 2021 Registration No. |
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| April 29, 2021 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitte |
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| April 22, 2021 |
INDEX TO COMBINED CONSOLIDATED FINANCIAL STATEMENTS Exhibit 99.2 INDEX TO COMBINED CONSOLIDATED FINANCIAL STATEMENTS Report of Independent Registered Public Accounting Firm 2 Combined Consolidated Balance Sheets as of December 31, 2020 and 2019 4 Combined Consolidated Statements of Operations for the years ended December 31, 2020 and 2019 5 Combined Consolidated Statements of Comprehensive Loss for the years ended December 31, 2020 and 2019 6 Combi |
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| April 22, 2021 |
EX-99.1 Exhibit 99.1 INDEX TO IMMUNITYBIO CONSOLIDATED FINANCIAL STATEMENTS Page Report of Independent Auditors 2 Consolidated Balance Sheets at December 31, 2020 and 2019 3 Consolidated Statements of Operations and Comprehensive Loss for the years ended December 31, 2020 and 2019 4 Consolidated Statements of Stockholders’ Deficit for the years ended December 31, 2020 and 2019 5 Consolidated State |
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| April 22, 2021 |
Exhibit 99.3 MANAGEMENT?S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS. Forward-Looking Statements The following discussion and analysis should be read together with our combined consolidated financial statements and the notes to those statements included in Exhibit 99.2 in this Current Report on Form 8-K/A. This Current Report on Form 8-K/A contains forward-looking sta |
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| April 22, 2021 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 5, 2021 ImmunityBio, Inc. |
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| April 1, 2021 |
ImmunityBio Appoints Dr. Linda Maxwell and CEO Richard Adcock to Board of Directors EX-99.1 Exhibit 99.1 News Release ImmunityBio Appoints Dr. Linda Maxwell and CEO Richard Adcock to Board of Directors CULVER CITY, Calif., April 1, 2021 – ImmunityBio, Inc. (NASDAQ: IBRX), a clinical-stage immunotherapy company, today announced the appointment of health innovation expert and executive Linda Maxwell, M.D., MBA, as an independent member of the company’s board of directors. The compa |
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| April 1, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 29, 2021 ImmunityBio, Inc. |
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| March 17, 2021 |
EX-99.1 A Leading Immunotherapy Biotech Company Broadest Late-Stage Clinical Platform of Antibody Cytokine Fusion Proteins, Albumin-Linked Chemo-Immunomodulators, Vaccine Vectors and Natural Killer cells NASDAQ:IBRX Exhibit 99.1 This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Statements in this press release that ar |
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| March 17, 2021 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 17, 2021 ImmunityBio, Inc. |
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| March 12, 2021 |
SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 6)* ImmunityBio, Inc. (formerly known as NantKwest, Inc.) (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 45256X103 (CUSIP Number) Cambridge Equities, LP Attn: Charles Kenworthy 9922 Jefferson Boulevard Culv |
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| March 10, 2021 |
Exhibit 10.14 PROMISSORY NOTE February 22, 2021 Culver City, California 1. Principal and Interest. For value received, ImmunityBio, Inc. (formerly named NantCell, Inc.), a Delaware corporation, with offices at 9920 Jefferson Boulevard, Culver City, California 90232 (the ?Company?), promises to pay to the order of Nant Capital, LLC, with offices at 9922 Jefferson Boulevard, Culver City, California |
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| March 10, 2021 |
ImmunityBio, Inc. (f/k/a NantKwest, Inc.) Amended Outside Director Compensation Policy Exhibit 10.1 IMMUNITYBIO, INC. OUTSIDE DIRECTOR COMPENSATION POLICY (As reviewed and approved March 9, 2021 immediately prior to the closing of the merger with private ImmunityBio, Inc.) ImmunityBio, Inc. (the ?Company?) believes that providing cash and equity compensation to its members of the Board of Directors (the ?Board,? and members of the Board, the ?Directors?) represents an effective tool |
