SORRENTO THERAPEUTICS, INC. Form 8-K (March 31, 2020)

Summary

Current report on Form 8-K for an event dated March 31, 2020, filed by Sorrento Therapeutics, Inc. Under Item 1.01, the report states that on March 31, 2020, Sorrento and Nanjing Hongjing Enterprise Management Consulting Co., Ltd. (the Purchaser) entered into a binding term sheet for the sale to the Purchaser of certain assets related to Sorrento's operations in China. Subject to certain conditions, the Purchaser will pay $30.0 million at the closing. The final terms are subject to negotiation of definitive agreements and may differ from the term sheet, and the closing is subject to customary and other closing conditions. Henry Ji signed on March 31, 2020.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event
reported): March 31, 2020

SORRENTO THERAPEUTICS, INC.

(Exact Name of Registrant as Specified
in its Charter)

Delaware | 001-36150 | 33-0344842
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.)

4955 Directors Place

San Diego , CA 92121

(Address of Principal Executive Offices)
(Zip Code)

Registrant’s telephone number,
including area code: ( 858 ) 203-4100

N/A

(Former Name, or Former Address, if Changed
Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended
to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities Registered pursuant to Section 12(b) of the Act:

Title of each class | Trading Symbol | Name of each exchange on which registered
Common Stock, $0.0001 par value | SRNE | The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging
growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities
Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ¨

If an emerging growth company, indicate by check mark if the
registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards
provided pursuant to Section 13(a) of the Exchange Act. ¨

Item 1.01. Entry into a Material Definitive
Agreement.

On March 31, 2020, Sorrento Therapeutics,
Inc. ( the “Company”) and Nanjing Hongjing Enterprise Management Consulting Co.,
Ltd. (the “Purchaser”) entered into a binding term sheet (the “Binding Term Sheet”) setting forth the terms
and conditions by which the Company will sell to the Purchaser certain assets related to the Company’s operations in China
(the “Acquisition”). Subject to certain conditions, at the closing of the Acquisition (the “Closing”),
the Purchaser will pay the Company $30.0 million.

The final terms of the Acquisition are
subject to the negotiation and finalization of the definitive agreements relating to the Acquisition and the material terms of
the Acquisition may differ from those set forth in the Binding Term Sheet. In addition,
the Closing will be subject to various customary and other closing conditions.

The foregoing summary of the Binding Term Sheet does not purport to be complete and is qualified in its entirety by reference to the full text of the Binding Term Sheet that the Company will file with the Securities and Exchange Commission as an exhibit to its Quarterly Report
on Form 10-Q for the quarterly period ended March 31, 2020.

SIGNATURES

Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

SORRENTO THERAPEUTICS, INC.
Date: March 31, 2020 | By: | /s/ Henry Ji, Ph.D.
Name: Henry Ji, Ph.D.
Title: Chairman of the Board, President and Chief Executive Officer

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