SCHEDULE: Soon-Shiong Group Boosts ImmunityBio Stake to 66.3%

Dr. Patrick Soon-Shiong and affiliated entities have increased their beneficial ownership in ImmunityBio, Inc. to 66.3% of outstanding common stock.

Summary

• Dr. Patrick Soon-Shiong, through a network of affiliated entities including Cambridge Equities, LP, MP 13 Ventures, LLC, NantWorks, LLC, Nant Capital, LLC, California Capital Equity, LLC, and the Chan Soon-Shiong Family Foundation, beneficially owns an aggregate of 745,576,456 shares of ImmunityBio, Inc. common stock.
• This aggregate ownership represents 66.3% of ImmunityBio's common stock, calculated on a fully diluted basis as of February 19, 2026, considering shares outstanding, exercisable options, vesting restricted stock units, and convertible promissory notes.
• Cambridge Equities, LP and MP 13 Ventures, LLC each beneficially own 261,705,814 shares, representing 25.5% of the outstanding common stock.
• NantWorks, LLC beneficially owns 98,535,253 shares, or 9.6% of the outstanding common stock, which includes holdings from its majority-owned subsidiaries NantBio, Inc., NantMobile, LLC, and NantCancerStemCell, LLC.
• Nant Capital, LLC beneficially owns 339,465,529 shares, representing 30.3% on a diluted basis, including 93,053,252 shares convertible from a promissory note within 60 days of February 19, 2026.
• California Capital Equity, LLC beneficially owns 106,511,412 shares, or 10.4% of the outstanding common stock, encompassing shares held by NantWorks and its subsidiaries, as NantWorks is a wholly-owned subsidiary of California Capital.
• The total number of ImmunityBio, Inc. common shares issued and outstanding was 1,028,111,456 as of February 19, 2026.

Sentiment

Score: 6

Explanation: StockSavvy.ai views this as a neutral to slightly positive update, primarily a disclosure of an existing control structure. The high insider ownership provides stability but also raises questions about minority shareholder influence.

Positives

• The high concentration of ownership by Dr. Patrick Soon-Shiong and his affiliated entities provides strong leadership and a clear strategic direction, which can be beneficial for long-term stability and execution in a biotech company.
• Significant insider ownership often signals confidence from the principal stakeholders in the company's future prospects and strategic initiatives.

Negatives

• The substantial control by a single individual and related entities may limit the influence of minority shareholders on corporate governance and strategic decisions.
• A highly concentrated ownership structure can potentially reduce the public float and liquidity of the company's stock.

Risks

• Potential for conflicts of interest between the controlling shareholder's various business interests and the interests of ImmunityBio, Inc. and its minority shareholders.
• Reduced independent oversight due to the dominant ownership stake, which could impact corporate governance practices.
• Limited market liquidity for the common stock due to a significant portion of shares being held by a single controlling group.

Future Outlook

The filing does not contain explicit forward-looking statements regarding the company's operational or financial performance. It primarily details the current beneficial ownership structure, including the potential conversion of a promissory note and exercise of stock options/RSUs within 60 days, which will further solidify the reported ownership percentages.

Industry Context

StockSavvy.ai notes that such a high concentration of ownership by a founder/CEO and related entities is common in early-stage biotech firms, providing stability and a clear strategic vision. However, as a company matures, this level of control can sometimes raise corporate governance concerns regarding minority shareholder rights and independent oversight, which are important considerations for investors in the biotechnology sector.

Comparison to Industry Standards

• StockSavvy.ai observes that a 66.3% beneficial ownership stake by a single individual and their affiliated entities is significantly higher than the average for publicly traded biotech companies, where institutional ownership is typically more diversified.
• For example, many established biotech firms like Amgen or Gilead Sciences have a much broader institutional investor base, with no single individual or group holding such a dominant controlling stake.
• This level of concentration is more akin to a a private company or a company recently gone public where the founder retains substantial control, such as early-stage Moderna or BioNTech post-IPO, but even then, 66.3% is on the higher end of founder control post-IPO.

Corporate Governance

Related Party Transactions

• Dr. Patrick Soon-Shiong's beneficial ownership includes shares held by various affiliated entities such as Cambridge Equities, LP, MP 13 Ventures, LLC, NantWorks, LLC, Nant Capital, LLC, California Capital Equity, LLC, NantBio, Inc., NantMobile, LLC, NantCancerStemCell, LLC, and the Chan Soon-Shiong Family Foundation, indicating extensive related-party holdings.
• Nant Capital, LLC, an entity affiliated with Dr. Soon-Shiong, holds a promissory note convertible into 93,053,252 shares of ImmunityBio common stock, representing a significant financial arrangement between related parties.
• A Nominating Agreement and Registration Rights Agreement exist between ImmunityBio, Inc. and Cambridge Equities, LP, both of which are controlled by Dr. Soon-Shiong, highlighting ongoing contractual relationships with related parties.

Stakeholder Impact

• **Shareholders**: The high concentration of ownership by Dr. Soon-Shiong and his affiliated entities means minority shareholders have limited influence over corporate decisions, potentially impacting their ability to effect change or challenge management.
• **Management**: Management's strategic direction and operational decisions are likely to be heavily influenced by the controlling shareholder, Dr. Soon-Shiong, ensuring alignment with his vision.
• **Creditors**: The potential conversion of the promissory note held by Nant Capital could impact the company's capital structure by increasing the number of outstanding shares, which may be a consideration for existing or future creditors depending on the terms of their agreements.

Next Steps

• Conversion of Nant Capital's promissory note into 93,053,252 shares of common stock within 60 days of February 19, 2026.
• Exercise of Dr. Soon-Shiong's stock options for 2,459,294 shares and vesting of restricted stock units for 114,329 shares within 60 days of February 19, 2026.

Key Dates

Recommendation

The filing primarily updates beneficial ownership information, confirming Dr. Patrick Soon-Shiong's substantial control over ImmunityBio, Inc. This level of insider ownership can provide stability and a clear strategic vision, which is often seen as positive in early-stage biotech. However, it also implies limited influence for minority shareholders and potentially reduced stock liquidity. Without new operational or financial performance data, the filing does not present a compelling reason to significantly alter an investment thesis, thus a 'hold' recommendation is appropriate for existing investors, while new investors should consider the implications of concentrated control.

Keywords

ImmunityBio, Patrick Soon-Shiong, beneficial ownership, Schedule 13D, corporate control, biotech, pharmaceutical, NantWorks, Nant Capital, institutional ownership