Form 4: ImmunityBio Insider Soon-Shiong Reports RSU Vesting & Tax Withholding

Patrick Soon-Shiong, a Director and 10% Owner of ImmunityBio, Inc., reported the vesting of Restricted Stock Units and subsequent share disposition for tax purposes.

Summary

• Patrick Soon-Shiong, Founder, Executive Chairman, Global Chief Scientific and Medical Officer, and a 10% owner of ImmunityBio, Inc. (IBRX), reported transactions related to his beneficial ownership.
• On February 10, 2026, 274,122 Restricted Stock Units (RSUs) vested, converting into an equal number of common stock shares.
• Concurrently, 118,560 shares of common stock were disposed of at a price of $6.93 per share to cover tax liabilities associated with the RSU vesting.
• Following these transactions, Soon-Shiong directly holds 29,701,752 shares of common stock and 548,246 derivative securities (RSUs).
• Soon-Shiong also indirectly beneficially owns a substantial number of shares through various entities, including Nant Capital, LLC (246,412,277 shares), Cambridge Equities, LP (261,705,814 shares), NantBio, Inc. (8,383,414 shares), California Capital Equity, LLC (7,976,159 shares), Chan Soon-Shiong Family Foundation (5,618,326 shares), NantWorks, LLC (9,986,920 shares), NantMobile, LLC (47,557,934 shares), and NantCancerStemCell, LLC (32,606,985 shares).

Sentiment

Score: 6

Explanation: StockSavvy.ai views this filing as neutral to slightly positive. While shares were disposed of for tax, the underlying RSU vesting represents a scheduled compensation event for a key insider, reflecting continued equity alignment rather than a discretionary sale.

Positives

• The vesting of 274,122 Restricted Stock Units (RSUs) indicates a scheduled compensation event for a key executive and major shareholder, converting potential equity into actual shares.
• The continued significant direct and indirect beneficial ownership by Patrick Soon-Shiong, totaling hundreds of millions of shares, demonstrates a strong alignment of interests with long-term shareholder value.

Negatives

• The disposition of 118,560 shares of common stock for tax withholding purposes reduces the direct share count, although this is a standard practice for RSU vesting.

Future Outlook

This filing does not contain any forward-looking statements or guidance regarding the company's future performance or strategic direction. It is a report of past insider transactions.

Management Comments

• Patrick Soon-Shiong holds the titles of Founder, Executive Chairman, and Global Chief Scientific and Medical Officer.

Industry Context

StockSavvy.ai notes that Form 4 filings are routine disclosures required by the SEC for insiders (officers, directors, and 10% shareholders) to report changes in their beneficial ownership of company securities. These filings provide transparency into insider trading activity, which can sometimes offer insights into management's confidence in the company, though RSU vesting and tax withholding are typically compensation-related and not indicative of a discretionary investment decision.

Comparison to Industry Standards

• The RSU vesting and subsequent share withholding for tax purposes are standard compensation practices for executives across various industries, including biotechnology and pharmaceuticals.
• The reported transactions are consistent with typical insider compensation events and do not present any unusual deviations from common corporate governance practices for executive equity awards.

Related Party Transactions

• Patrick Soon-Shiong indirectly beneficially owns shares through several entities where he holds controlling interests or serves in a leadership capacity, including Nant Capital, LLC, Cambridge Equities, LP (where MP 13 Ventures, LLC is the general partner and Soon-Shiong is the sole member), NantBio, Inc. (an affiliate of NantWorks, LLC, where Soon-Shiong is CEO and indirectly owns all equity interests), California Capital Equity, LLC (where Soon-Shiong owns all equity interests), the Chan Soon-Shiong Family Foundation (where Soon-Shiong is Chairman), NantWorks, LLC (where CalCap owns all equity interests), NantMobile, LLC (an affiliate of NantWorks), and NantCancerStemCell, LLC (an affiliate of NantBio).

Stakeholder Impact

• Shareholders gain transparency into the compensation and ownership structure of a significant insider, Patrick Soon-Shiong, reinforcing the alignment of management and shareholder interests through equity holdings.
• The transactions are part of a standard compensation plan, which can impact employee morale by demonstrating the company's commitment to executive incentives.

Next Steps

• The remaining 548,246 Restricted Stock Units (RSUs) held directly by Patrick Soon-Shiong are subject to future vesting, with 33.33% vesting on the first and second anniversaries of the February 10, 2025, vesting commencement date, and 33.34% vesting on the third anniversary.

Key Dates

Recommendation

This Form 4 details routine RSU vesting and subsequent tax withholding for a major insider, Patrick Soon-Shiong. Such transactions are typically compensation-related and do not signal a change in the company's fundamental outlook or strategic direction. Therefore, a 'hold' recommendation is appropriate as this filing alone does not provide new information warranting a change in investment thesis.

Keywords

ImmunityBio, IBRX, Patrick Soon-Shiong, Form 4, Insider Transaction, Restricted Stock Units, RSU Vesting, Beneficial Ownership, Stock Compensation, Tax Withholding