X0306 4 2016-11-08 0 0000850261 Sorrento Therapeutics, Inc. SRNE 0001638744 Ng George K C/O SORRENTO THERAPEUTICS, INC. 9380 JUDICIAL DRIVE SAN DIEGO CA 92121 0 1 0 0 See Remarks Common Stock 2016-11-08 4 A 0 89338 A 90226 D Common Stock 14901 I Through Peng Ventures, LLC Pursuant to a stock purchase agreement by and among the Issuer, Scilex Pharmaceuticals Inc. ("Scilex"), the stockholders of Scilex party thereto (the "Scilex Stockholders") and SPI Shareholders Representative, LLC, as representative of the Scilex Stockholders (the "Stock Purchase Agreement"), the Reporting Person sold 1,800,000 shares of common stock of Scilex to the Issuer in exchange for 89,338 shares of common stock of the Issuer. The Stock Purchase Agreement, which was entered into on November 8, 2016, placed a value on the Issuer's common stock of $6.33 per share. Of the 89,338 shares issued to the Reporting Person pursuant to the Stock Purchase Agreement, 17,867 are currently being held in escrow and are subject to forfeiture until May 8, 2017 to satisfy claims arising as a result of Scilex's or the Reporting Person's breach of their representations, warranties or covenants contained in the Stock Purchase Agreement. Executive Vice President & Chief Legal Officer /s/ George Ng 2016-11-09