SORRENTO THERAPEUTICS, INC. Form 8-K (Jan. 6, 2023)

Summary

Current report on Form 8-K for an event dated January 6, 2023, filed by Sorrento Therapeutics, Inc. Under Item 8.01, the report states that on January 3, 2023 NantCell, Inc. and Immunotherapy NANTibody, LLC, described as entities ultimately controlled by Dr. Patrick Soon-Shiong, petitioned the Los Angeles Superior Court for a temporary restraining order against steps to implement the stockholder dividend of Scilex Holding Company stock. Sorrento opposed the request, and on January 4, 2023 Judge Green denied it in its entirety. The report also states that Sorrento intends to request that the stay be removed in the action against Dr. Soon-Shiong filed in 2020, so that Sorrento may pursue the fraud claims before a jury. Henry Ji signed on January 6, 2023.

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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): January 6, 2023

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 8.01. Other Events.

On January 3, 2023, in related actions pending
before the Honorable Terry Green of the Los Angeles Superior Court (the “Court”), entities ultimately controlled by Dr. Patrick
Soon-Shiong; specifically, NantCell, Inc. and Immunotherapy NANTibody, LLC (together, the “Nant Entities”), petitioned the
Court for a temporary restraining order prohibiting Sorrento Therapeutics, Inc. (“Sorrento”) “from taking any steps
to effectuate or implement the stockholder dividend of Scilex Holding Company stock owned by Sorrento, declared by the Sorrento Board
of Directors on December 29, 2022 and publicly announced in the SEC Form 8-K release on December 30, 2022.” Sorrento opposed the
Nant Entities’ request for injunctive relief and, on January 4, 2023, Judge Green denied the Nant Entities’ request in its
entirety.

As Sorrento previously disclosed, also pending
before Judge Green is a lawsuit that Sorrento filed in 2020 against Dr. Soon-Shiong, asserting claims for fraudulent inducement and common
law fraud, and alleging that, among other things, Dr. Soon-Shiong acquired the cancer treatment drug Cynviloq™ for the purpose of
halting its progression to the market. That action was stayed pending resolution of an arbitration before the American Arbitration Association
against NantPharma, LLC (“NantPharma”) relating to alleged breaches of the May 14, 2015 Stock Sale and Purchase Agreement
entered into between Sorrento and NantPharma to develop Cynviloq (the “Cynviloq Arbitration”). As Sorrento previously disclosed
in its Current Report on Form 8-K filed on December 21, 2022, the arbitrator in the Cynviloq Arbitration ordered NantPharma, which is
also ultimately owned and controlled by Dr. Soon-Shiong, to pay Sorrento $125.0 million. Now that the Cynviloq Arbitration has concluded,
Sorrento intends to request that the stay in the action against Dr. Soon-Shiong be removed so that it may pursue its fraud claims against
Dr. Soon-Shiong before a jury.

Item
9.01. Financial Statements and Exhibits.

(d) Exhibit.

104 | Cover Page Interactive Data File, formatted in Inline Extensible Business Reporting Language (iXBRL).

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: January 6, 2023 | 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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