SORRENTO THERAPEUTICS, INC. Form 8-K (Jan. 29, 2023)

Summary

Current report on Form 8-K for an event dated January 29, 2023, filed by Sorrento Therapeutics, Inc. Under Item 7.01 (Regulation FD Disclosure), the report states that on January 29, 2023 the company posted under the "Investors" section of the company's website a document containing information and responses to frequently asked questions. The document concerns the previously disclosed stock dividend of an aggregate of 76,000,000 shares of common stock of Scilex Holding Company "held by the Company." The document is furnished as Exhibit 99.1, and a press release of the same date is furnished as Exhibit 99.2. Henry Ji signed on January 30, 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 29, 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 7.01. Regulation FD Disclosure.

On January 29, 2023, Sorrento Therapeutics, Inc.
(the “Company”) posted under the “Investors” section of its website at www.sorrentotherapeutics.com a document
containing information and responses to frequently asked questions (the “FAQ Disclosure”) regarding the previously disclosed
stock dividend consisting of an aggregate of 76,000,000 shares of common stock, par value $0.0001 per share, of Scilex Holding Company
(“Scilex”) held by the Company. A copy of the FAQ Disclosure is (i) furnished herewith as Exhibit 99.1 to this Current Report
on Form 8-K and incorporated herein by reference and (ii) also posted under the “Investors” section of Scilex’s website
at www.scilexholding.com. On January 29, 2023, the Company issued a press release regarding the FAQ Disclosure. A copy of the press release
is furnished herewith as Exhibit 99.2 to this Current Report on Form 8-K.

The information under this Item 7.01 of this Current Report on Form
8-K, including Exhibit 99.1 and Exhibit 99.2 hereto, is being furnished and shall not be deemed filed for purposes of Section 18 of the
Securities Exchange Act of 1934, as amended (the “Securities Act”), or otherwise subject to the liabilities of that section,
nor shall such information be deemed incorporated by reference in any filing under the Securities Act, whether made before or after the
date hereof, except as shall be expressly set forth by specific reference in such a filing. This report will not be deemed an admission
as to the materiality of any information required to be disclosed solely to satisfy the requirements of Regulation FD.

Item
9.01. Financial Statements and Exhibits.

(d) Exhibit.

99.1 | FAQ Disclosure, dated January 29, 2023.
99.2 | Press Release, dated January 29, 2023.
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 30, 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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