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IMMUNITYBIO, INC.
Date Filed :
Feb 07, 2023
View Exhibits
SEC FORM 4
SEC Form 4
FORM 4
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response:
0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
1. Name and Address of Reporting Person
*
Adcock Richard
(Last)
(First)
(Middle)
C/O IMMUNITYBIO, INC.
3530 JOHN HOPKINS COURT
(Street)
SAN DIEGO
CA
92121
(City)
(State)
(Zip)
2. Issuer Name
and
Ticker or Trading Symbol
ImmunityBio, Inc.
[
IBRX
]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X
Director
10% Owner
X
Officer (give title below)
Other (specify below)
CEO & President
3. Date of Earliest Transaction (Month/Day/Year)
02/05/2023
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X
Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)
2. Transaction Date (Month/Day/Year)
2A. Deemed Execution Date, if any (Month/Day/Year)
3. Transaction Code (Instr. 8)
4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code
V
Amount
(A) or (D)
Price
Common Stock
(1)
02/05/2023
M
83,333
A
$
0
227,774
D
Common Stock
02/05/2023
F
42,192
D
$
4.33
(2)
185,582
D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)
2. Conversion or Exercise Price of Derivative Security
3. Transaction Date (Month/Day/Year)
3A. Deemed Execution Date, if any (Month/Day/Year)
4. Transaction Code (Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date (Month/Day/Year)
7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)
8. Price of Derivative Security (Instr. 5)
9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code
V
(A)
(D)
Date Exercisable
Expiration Date
Title
Amount or Number of Shares
Restricted Stock Units
(1)
02/05/2023
M
83,333
(3)
(3)
Common Stock
83,333
$
0
83,334
D
Explanation of Responses:
1. Each restricted stock unit ("RSU") represents a contingent right to receive one share of ImmunityBio, Inc. common stock.
2. On February 5, 2023, the Reporting Person's RSUs vested. The closing price of Immunity Bio, Inc.'s common stock on February 3, 2022 was the settlement price used to calculate the shares withheld.
3. Subject to the reporting person's continuing to be a Service Provider (as defined in the Amended and Restated 2015 Equity Incentive Plan) through each applicable vesting date, 83,333 of the shares subject to the RSU award shall vest in equal annual installments on each of the first and second anniversaries of the vesting commencement date and 83,334 of the shares shall vest on the third anniversary of the vesting commencement date, such that all shares shall be fully vested on the third anniversary of the vesting commencement date. The vesting commencement date for this RSU award is February 5, 2021.
Remarks:
/s/ Jason Liljestrom, as Attorney-in-Fact
02/07/2023
** Signature of Reporting Person
Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person,
see
Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
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