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ImmunityBio, Inc.

For the period ended Mar 31, 2026. Filed May 7, 2026.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Mar 31, 2026 · Filed May 7, 2026

IBRX$7.11-17.7%Stored close · as of Nov 9, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

See the whole filing, with its images and exhibits

Table of Contents

IMMUNITYBIO, INC. AND SUBSIDIARIES

QUARTERLY REPORT ON FORM 10-Q

FOR THE QUARTER ENDED MARCH 31, 2026

TABLE OF CONTENTS

Page
PART I—FINANCIAL INFORMATION
Item 1. · Financial Statements
Condensed Consolidated Balance Sheets – As of March 31, 2026 and December 31, 20251
Condensed Consolidated Statements of Operations – For the three months ended March 31, 2026 and 20253
Condensed Consolidated Statements of Comprehensive Loss – For the three months ended March 31, 2026 and 20254
Condensed Consolidated Statements of Stockholders’ Deficit – For the three months ended March 31, 2026 and 20255
Condensed Consolidated Statements of Cash Flows – For the three months ended March 31, 2026 and 20257
Notes to Unaudited Condensed Consolidated Financial Statements10
Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations41
Item 3.Quantitative and Qualitative Disclosures about Market Risk61
Item 4.Controls and Procedures61
PART II—OTHER INFORMATION
Item 1.Legal Proceedings62
Item 1A.Risk Factors65
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds140
Item 3.Defaults Upon Senior Securities140
Item 4.Mine Safety Disclosures140
Item 5.Other Information140
Item 6.Exhibits141
Signatures142

i

Defined Terms

Unless expressly indicated or the context required otherwise, the terms “ImmunityBio,” “the company,” “we,” “us,” and “our” in this Quarterly Report refer to ImmunityBio, Inc., a Delaware corporation, and, where appropriate, its subsidiaries. We have also used several other terms in this Quarterly Report, the unaudited condensed consolidated financial statements and accompanying notes included herein, most of which are defined below:

TermDefinition
2015 PlanImmunityBio, Inc. 2015 Equity Incentive Plan
2015 Share Repurchase PlanBoard of Directors-approved share repurchase program
2025 PlanImmunityBio, Inc. 2025 Equity Incentive Plan
3M IPC3M Innovative Properties Company
AAHIAccess to Advanced Health Institute
ACAAffordable Care Act
ALCabsolute lymphocyte count
AIartificial intelligence
AltorAltor BioScience, LLC
America Invents ActLeahy-Smith America Invents Act
ANKTIVA®Proprietary name for N-803 (formerly ALT-803), our novel IL-15 receptor superagonist complex (nogapendekin alfa inbakicept)
Approved productANKTIVA
ASCAccounting Standards Codification
ASC 270FASB ASC Topic 270, Interim Reporting
ASC 321FASB ASC Topic 321, Investments—Equity Securities
ASC 470-50FASB ASC Topic 470-50, Debt—Modifications and Extinguishment
ASC 815FASB ASC Topic 815, Derivatives and Hedging
ASC 825FASB ASC Topic 825, Financial Instruments
ASUAccounting Standards Update
AthenexAthenex, Inc.
ATM“at-the-market” sales agreement, as amended
BCGBacillus Calmette-Guérin (TICE® BCG approved for use in the U.S.)
BeikeShenzhen Beike Biotechnology Co. Ltd.
BISU.S. Department of Commerce, Bureau of Industry and Security
BLABiologics License Application
BPCIABiologics Price Competition and Innovation Act of 2009
CambridgeCambridge Equities, LP
Cancer BioShield™our first-in-class immunotherapy strategy designed to restore immune competence by reversing lymphopenia—the loss of functional immune cells caused by cancer itself and by conventional treatments such as chemotherapy, radiation and immunotherapy.
CARchimeric antigen receptor
CCPACalifornia Consumer Privacy Act of 2018
CEOchief executive officer
CFOchief financial officer
cGMPcurrent Good Manufacturing Practice
Chinawhen used in connection with the RIPA, People’s Republic of China, Hong Kong and any territories controlled by the People’s Republic of China

ii

TermDefinition
CIScarcinoma in situ
ClinicImmuno-Oncology Clinic, Inc.
Closing Datewhen used in connection with the RIPA, December 29, 2023
CMOcontract manufacturing organization
CMSCenters for Medicare & Medicaid Services
CodeInternal Revenue Code of 1986, as amended
CODMchief operating decision maker
CPIcheckpoint inhibitor
CPRACalifornia Privacy Rights Act
CRLcomplete response letter
CROcontract research organization
CVRcontingent value right
DGCLDelaware General Corporation Law
December 2024 Convertible Promissory NoteRelated-party convertible note due December 31, 2027 between ImmunityBio, Inc. and Nant Capital
Dunkirk Facilitya leasehold interest in a cGMP ISO Class 5 pharmaceutical manufacturing space in western New York
EAPExpanded Access Program
EMAEuropean Medicines Agency
EUEuropean Union
Exchange ActSecurities Exchange Act of 1934, as amended
ExyteExyte U.S., Inc.
FASBFinancial Accounting Standards Board
FCAFalse Claims Act
FCPAU.S. Foreign Corrupt Practices Act
FD&C ActFederal Food, Drug, and Cosmetic Act
FDAU.S. Food and Drug Administration (or the Agency)
FSMCFort Schuyler Management Corporation, a not-for-profit corporation affiliated with the State of New York
FTOfreedom-to-operate
FVOfair value option
GBMglioblastoma
GCPGood Clinical Practice
GDPRGeneral Data Protection Regulation
GlobeImmuneGlobeImmune, Inc.
GMPGood Manufacturing Practice
hAd5human adenovirus serotype 5
haNKhigh-affinity NK
Hatch-Waxman ActDrug Price Competition and Patent Term Restoration Act of 1984
HCPCSHealthcare Common Procedure Coding System, a set of standardized codes used in the U.S. to describe specific medical procedures, services, equipment, medications, and supplies.
HHSU.S. Department of Health and Human Services
HIPAAHealth Insurance Portability and Accountability Act of 1996

iii

TermDefinition
HITECHHealth Information Technology for Economic and Clinical Health Act
HIVhuman immunodeficiency virus
HPVhuman papillomavirus
IEEPAInternational Emergency Economic Powers Act
IL-15novel interleukin 15
INDinvestigational new drug
InfinityInfinity SA LLC, as purchaser agent for affiliates of Oberland
IPR&Din-process research and development
IRAInflation Reduction Act of 2022
IRSInternal Revenue Service
ISAFthe Pharmaceutical Administration Bureau
J-codea part of the HCPCS used to designate non-oral medications and other medical devices
JAMSJudicial Arbitration and Mediation Services
M-ceNKmemory-like cytokine-enhanced NK
MAAMarketing Authorization Application
MHRAUK Medicines and Healthcare products Regulatory Agency
Nant CapitalNant Capital, LLC
NantCellNantCell, Inc., a subsidiary of the company
NANTibodyImmunotherapy NANTibody, LLC, a subsidiary of the company
NantKwestNantKwest, Inc.
NantWorksNantWorks, LLC, a related-party
NCCN®National Comprehensive Cancer Network
NCINational Cancer Institute
NDANew Drug Application
NHLnon-Hodgkin lymphoma
NKnatural killer
NMIBCnon-muscle invasive bladder cancer
NOLnet operating loss
NSCLCnon-small cell lung cancer
OberlandOberland Capital Management LLC and its affiliates (including Purchasers as defined in the RIPA)
OBBB ActOne Big Beautiful Bill Act
OPDPFDA Office of Prescription Drug Promotion
PD-1programmed death receptor
PD-1programmed death receptor 1
PD-L1programmed death receptor ligand
PHIProtected Health Information
PMApremarket approval
QMSRQuality Management System Regulation
QSRQuality System Regulation
Quarterly ReportQuarterly Report on Form 10-Q for the three months ended March 31, 2026

iv

TermDefinition
QUILTQUantum Integrative Lifelong Trial
rBCGrecombinant BCG
RCTrandomized controlled trial
RDOregistered direct offering
REMSRisk Evaluation and Mitigation Strategy
Revenue Interest Paymentswith respect to each calendar quarter during the revenue interest period, the amount payable by the company to Oberland equal to the net sales in the covered territory for such calendar quarter multiplied by the applicable percentage, subject to the terms and conditions set forth in the RIPA; provided that, with respect to any calendar quarter, that the total revenue interest payments will not exceed the cap amount applicable at such time
Revenue Interestsall of the company’s right, title and interest in and to that portion of the accounts and payment intangibles arising out of sales and licenses of the included products and the product assets equal to the Revenue Interest Payments for each calendar quarter (or portion thereof) during the revenue interest period
RIPARevenue Interest Purchase Agreement
RiptideRiptide Bioscience, Inc.
RMATregenerative medicine advanced therapy
RSUrestricted stock unit
RTFRefuse to File
SAFESimple Agreement for Future Equity
Sarbanes-OxleySarbanes-Oxley Act of 2002
SARS-CoV-2novel strain of the coronavirus (COVID-19)
sBLAsupplemental Biologics License Application
SECU.S. Securities and Exchange Commission
Section 404Section 404 of the Sarbanes-Oxley Act of 2002
Securities ActSecurities Act of 1933, as amended
Serum InstituteSerum Institute of India
SFDASaudi Food and Drug Authority
SorrentoSorrento Therapeutics, Inc.
SPOAStock Purchase and Option Agreement
TCJATax Cuts and Jobs Act of 2017
Term SOFRTerm Secured Overnight Financing Rate
Test Datewhen used in connection with the RIPA, December 31, 2029
t-haNKtargeted high-affinity NK
TLRtoll-like receptor
TNBCtriple-negative breast cancer
UKUnited Kingdom
UK GDPRUK Data Protection Act of 2018
U.S.United States of America
U.S. GAAPaccounting principles generally accepted in the U.S.
USPTOU.S. Patent and Trademark Office
VBC HoldingsVBC Holdings, LLC, a subsidiary of the company
VIEvariable interest entity
VivaBioCellVivaBioCell, S.p.A., a wholly-owned subsidiary of VBC Holdings

v

ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.