TEXT-EXTRACT 2 filename2.txt United States securities and exchange commission logo January 19, 2023 Matthew Foehr Chief Executive Officer OmniAb, Inc. 5980 Horton Street Suite 600 Emeryville, CA 94608 Re: OmniAb, Inc. Amendment No. 1 to Registration Statement on Form S-1 Filed January 5, 2023 File No. 333-268613 Dear Matthew Foehr: We have reviewed your amended registration statement and have the following comment. In our comment, we may ask you to provide us with information so we may better understand your disclosure. Please respond to this letter by amending your registration statement and providing the requested information. If you do not believe our comment applies to your facts and circumstances or do not believe an amendment is appropriate, please tell us why in your response. After reviewing any amendment to your registration statement and the information you provide in response to this comment, we may have additional comments. Unless we note otherwise, our references to prior comments are to comments in our December 19, 2022 letter. Amendment No. 1 to Registration Statement on Form S-1 Cover Page 1. We note your response to comment 3 and reissue in part. Please refer to the second paragraph and the inclusion of additional disclosure providing the share purchase prices. We note that in clause (ii) you disclose a total of 15,817,934 shares of common stock, broken down into 5,750,000 Founder Shares and 10,172,934 shares issued in the Redemption Backstop and the Forward Purchase Agreement. However, that would be a total of 15,922,934 shares of common stock rather than 15,817,934 shares of common stock, please revise to clarify this discrepancy. Matthew Foehr OmniAb, Inc. January 19, 2023 Page 2 Please contact Nicholas Nalbantian at 202-551-7470 or Donald Field at 202-551-3680 with any questions. Sincerely, FirstName LastNameMatthew Foehr Division of Corporation Finance Comapany NameOmniAb, Inc. Office of Trade & Services January 19, 2023 Page 2 cc: Matthew Bush FirstName LastName