SEC Form 4 · accession 0000899243-16-033098
Sorrento Therapeutics, Inc. · SRNE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
George K Ng
Officer — See Remarks
Period of report
Nov 8, 2016
Accepted (ET)
Nov 9, 2016 · 8:29 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000850261
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Nov 8, 2016 | A | 89,338 | — | A | 90,226 | D | |
| Common Stock | holding | — | — | — | 14,901 | I | Through Peng Ventures, LLC |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Pursuant 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.
Remarks
Executive Vice President & Chief Legal Officer