Sec Form 4 Filing - Ji Henry @ Sorrento Therapeutics, Inc. - 2018-01-21

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Ji Henry
2. Issuer Name and Ticker or Trading Symbol
Sorrento Therapeutics, Inc. [ SRNE]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
See Remarks
(Last) (First) (Middle)
C/O SORRENTO THERAPEUTICS, INC., 4955 DIRECTORS PLACE
3. Date of Earliest Transaction (MM/DD/YY)
01/21/2018
(Street)
SAN DIEGO, CA92121
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 01/21/2018( 1 ) P 1,801,801 A 1,841,577 D
Common Stock 135,863 I See Footnote ( 3 )
Common Stock 29,001 I By spouse
Common Stock 2,153,162 I See Footnote ( 4 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Common Stock Warrant (right to buy) $ 8.5 01/21/2018( 1 ) P 261,438 06/07/2016 06/07/2019 Common Stock 261,438 ( 2 ) 261,438 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Ji Henry
C/O SORRENTO THERAPEUTICS, INC.
4955 DIRECTORS PLACE
SAN DIEGO, CA92121
X See Remarks
Signatures
/s/ Henry Ji, Ph.D. 01/22/2018
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On January 21, 2018, the Reporting Person entered into a Securities Purchase Agreement (the "SPA") with a third party whereby the Reporting Person agreed to purchase from the third party, and the third party agreed to sell to the Reporting Person, an aggregate of 1,801,801 shares of the Issuer's common stock (the "Shares") and a warrant to purchase an aggregate of 261,438 shares of the Issuer's common stock (the "Warrant"). The closing of the purchase and sale of the Shares and the Warrant as contemplated by the SPA has not yet occurred, but is expected to close no later than February 19, 2018. As the closing of the purchase and sale of the Shares and the Warrant is not subject to satisfaction of material conditions beyond the control of the parties, the Reporting Person is reporting the purchase of the Shares and the Warrant at this time.
( 2 )The aggregate purchase price for the Shares and the Warrant pursuant to the SPA is $11,531,526.40.
( 3 )Shares are held by an entity of which the Reporting Person and his spouse are the sole members and managing directors.
( 4 )Shares are held in a family trust of which the Reporting Person is a co-trustee with his wife.

Remarks:
President, CEO and Chairman of the Board of Directors

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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