0001209191-16-132334.txt : 20160711 0001209191-16-132334.hdr.sgml : 20160711 20160711204357 ACCESSION NUMBER: 0001209191-16-132334 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20160707 FILED AS OF DATE: 20160711 DATE AS OF CHANGE: 20160711 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: NantKwest, Inc. CENTRAL INDEX KEY: 0001326110 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 431979754 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 3530 JOHN HOPKINS COURT CITY: SAN DIEGO STATE: CA ZIP: 92121 BUSINESS PHONE: (858) 633-0300 MAIL ADDRESS: STREET 1: 3530 JOHN HOPKINS COURT CITY: SAN DIEGO STATE: CA ZIP: 92121 FORMER COMPANY: FORMER CONFORMED NAME: Conkwest, Inc. DATE OF NAME CHANGE: 20140416 FORMER COMPANY: FORMER CONFORMED NAME: ZelleRx Corp DATE OF NAME CHANGE: 20050504 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Chan Soon-Shiong Family Foundation CENTRAL INDEX KEY: 0001668335 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37507 FILM NUMBER: 161763033 BUSINESS ADDRESS: STREET 1: 9922 JEFFERSON BOULEVARD CITY: CULVER CITY STATE: CA ZIP: 90232 BUSINESS PHONE: 310-836-6400 MAIL ADDRESS: STREET 1: 9922 JEFFERSON BOULEVARD CITY: CULVER CITY STATE: CA ZIP: 90232 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SOON-SHIONG PATRICK CENTRAL INDEX KEY: 0001189020 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37507 FILM NUMBER: 161763034 MAIL ADDRESS: STREET 1: 9922 JEFFERSON BOULEVARD CITY: CULVER CITY STATE: CA ZIP: 90232 FORMER NAME: FORMER CONFORMED NAME: SOON SHIONG PATRICK DATE OF NAME CHANGE: 20020912 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2016-07-07 0 0001326110 NantKwest, Inc. NK 0001189020 SOON-SHIONG PATRICK C/O NANTKWEST, INC. 3530 JOHN HOPKINS COURT SAN DIEGO CA 92121 1 1 1 0 Chairman and CEO 0001668335 Chan Soon-Shiong Family Foundation 9922 JEFFERSON BLVD CULVER CITY CA 90232 0 0 1 0 Common Stock 2016-07-07 4 P 0 5618326 A 5618326 I See footnote Common Stock 41016557 I See footnote Common Stock 600000 D The Chan Soon-Shiong Family Foundation (the "Foundation") entered into to a letter agreement (the "Letter Agreement") with Sorrento Therapeutics, Inc. ("Sorrento"), pursuant to which (a) Sorrento agreed to sell to the Foundation, and the Foundation agreed to purchase from Sorrento, 5,618,326 shares of Common Stock of NantKwest, Inc., (b) the Foundation agreed to sell to Sorrento, and Sorrento agreed to purchase from the Foundation, 7,878,098 shares of Sorrento common stock, and (c) Sorrento agreed to pay to Foundation an aggregate of $15,639,071.95. Shares held by the Chan Soon-Shiong Family Foundation, an exempt corporation organized under the laws of the State of Delaware (the "Foundation"). The Foundation has the sole power to vote and direct the disposition of all shares directly owned by the Foundation, except to the extent it may be deemed to share such power with the reporting person by virtue of the reporting person's control over the Foundation. The reporting person serves as Chairman of the Foundation. Shares held by Cambridge Equities, LP ("Cambridge Equities"). MP 13 Ventures, LLC ("MP 13 Ventures") is the general partner of Cambridge Equities and may be deemed to have beneficial ownership of the shares held by Cambridge Equities. The reporting person is the sole member of MP 13 Ventures and has voting and dispositive power over the shares held by Cambridge Equities. Each restricted stock unit ("RSU") represents a contingent right to receive one share of NantKwest, Inc. common stock. Subject to the reporting person's continuing to be a Service Provider (as defined in the 2015 Equity Incentive Plan) through each applicable vesting date, the RSUs will vest as follows: 50% of the RSUs vested on the July 27, 2015, and 50% of the RSUs will vest on July 27, 2016. /s/ Patrick Soon-Shiong and /s/ Charles Kenworthy, Executive Vice President of the Chan Soon-Shiong Family Foundation 2016-07-11