0000899243-17-002781.txt : 20170203 0000899243-17-002781.hdr.sgml : 20170203 20170203194602 ACCESSION NUMBER: 0000899243-17-002781 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20170203 FILED AS OF DATE: 20170203 DATE AS OF CHANGE: 20170203 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Sorrento Therapeutics, Inc. CENTRAL INDEX KEY: 0000850261 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMMERCIAL PHYSICAL & BIOLOGICAL RESEARCH [8731] IRS NUMBER: 330344842 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 9380 JUDICIAL DRIVE CITY: SAN DIEGO STATE: CA ZIP: 92121 BUSINESS PHONE: 858-210-3700 MAIL ADDRESS: STREET 1: 9380 JUDICIAL DRIVE CITY: SAN DIEGO STATE: CA ZIP: 92121 FORMER COMPANY: FORMER CONFORMED NAME: QUIKBYTE SOFTWARE INC DATE OF NAME CHANGE: 19920703 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Ng George K CENTRAL INDEX KEY: 0001638744 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36150 FILM NUMBER: 17573770 MAIL ADDRESS: STREET 1: C/O SORRENTO THERAPEUTICS, INC. STREET 2: 6042 CORNERSTONE COURT WEST, SUITE B CITY: SAN DIEGO STATE: CA ZIP: 92121 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2017-02-03 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 2017-02-03 4 S 0 40000 5.15 D 49338 D Common Stock 3448 I Through Peng Ventures, LLC Common Stock 11453 I By Ng Cha Family Trust The Reporting Person's sale of 40,000 shares of common stock of the Issuer reported herein was matchable under Section 16(b) of the Securities Exchange Act of 1934, as amended, to the extent of 40,000 shares, with the Reporting Person's receipt of 89,338 shares of common stock of the Issuer in exchange for 1,800,000 shares of common stock of Scilex Pharmaceuticals Inc. ("Scilex") on November 8, 2016 pursuant to a stock purchase agreement by and among the Issuer, 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 Stock Purchase Agreement placed a value on the Issuer's common stock of $6.33 per share. (Continued from Footnote 1) These transactions did not result in short-swing profits, as the price per share of the shares received by the Reporting Person pursuant to the Stock Purchase Agreement exceeded the price per share of the shares sold. In the event these transactions were determined to have resulted in short-swing profits, the Reporting Person has agreed to pay to the Issuer the full amount of any profit realized in connection with the transaction, less transaction costs. The total number of shares reported as directly beneficially owned by the Reporting Person has been reduced by 888 shares due to prior over-reporting of such shares as being directly beneficially owned by the Reporting Person. The total number of shares reported as indirectly beneficially owned by the Reporting Person through Peng Ventures, LLC has been reduced by 11,453 shares as such shares should have been reported as indirectly beneficially owned by the Reporting Person's family trust. Shares are held in a family trust of which the Reporting Person is a co-trustee with his wife. Executive Vice President & Chief Legal Officer Exhibit 24 - Power of Attorney /s/ George Ng 2017-02-03 EX-24 2 attachment1.htm EX-24 DOCUMENT
                                                                      Exhibit 24

                               POWER OF ATTORNEY

Know all by these presents, that the undersigned hereby constitutes and appoints
each of Henry Ji, Ph.D. and Kevin Herde, signing singly, the undersigned's true
and lawful attorney-in-fact and agent to:

(1)        execute for and on behalf of the undersigned, an officer, director
and/or holder of 10% or more of a registered class of securities of Sorrento
Therapeutics, Inc., a Delaware corporation (the "Company"), Forms 3, 4 and 5 in
accordance with Section 16(a) of the Securities Exchange Act of 1934, as
amended, and the rules promulgated thereunder;

(2)        do and perform any and all acts for and on behalf of the undersigned
that may be necessary or desirable to complete and execute any such Form 3, 4
and 5, complete and execute any amendment or amendments thereto, and timely file
such forms or amendments with the United States Securities and Exchange
Commission and any stock exchange or similar authority, as required; and

(3)        take any other action of any nature whatsoever in connection with the
foregoing which, in the opinion of any such attorney-in-fact, may be of benefit
to, in the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by such attorney-in-fact on behalf of
the undersigned pursuant to this Power of Attorney shall be in such form and
shall contain such terms and conditions as such attorney-in-fact may approve in
such attorney-in-fact's discretion.

The undersigned hereby grants to each such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be
done by virtue of this power of attorney and the rights and powers herein
granted.  The undersigned acknowledges that the foregoing attorneys-in-fact, in
serving in such capacity at the request of the undersigned, are not assuming,
nor is the Company assuming, any of the undersigned's responsibilities to comply
with Section 16 of the Securities Exchange Act of 1934, as amended.

This Power of Attorney shall remain in full force and effect with respect to the
undersigned until the earliest to occur of (a) such date that the undersigned is
no longer required to file Forms 3, 4 and 5 with respect to the undersigned's
holdings of and transactions in securities issued by the Company, or (b) the
revocation by the undersigned in a signed writing delivered to the Company and
the foregoing attorneys-in-fact.   This Power of Attorney shall terminate with
respect to each of the foregoing attorneys-in-fact at such time as such
attorney-in-fact is no longer employed by the Company or any of its
subsidiaries.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of this 10th day of November, 2016.


/s/ George Ng
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Signature

George Ng
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Print Name