Panbela Therapeutics Inc.

10/29/2024 | Press release | Distributed by Public on 10/29/2024 17:39

Initial Statement of Beneficial Ownership - Form 3

Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person *
Nant Capital, LLC
2. Date of Event Requiring Statement (Month/Day/Year)
2024-10-22
3. Issuer Name and Ticker or Trading Symbol
Panbela Therapeutics, Inc. [PBLA]
(Last) (First) (Middle)
450 DULEY ROAD ,
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)
EL SEGUNDO CA 90245
6. Individual or Join/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security 2. Amount of Securities Beneficially Owned 3. Ownership Form: Direct (D) or Indirect (I) 4. Nature of Indirect Beneficial Ownership
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security 2. Date Exercisable and Expiration Date 3. Title and Amount of Securities Underlying Derivative Security 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) 6. Nature of Indirect Beneficial Ownership
Date Exercisable Expriation Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Nant Capital, LLC
450 DULEY ROAD

EL SEGUNDO, CA90245




SOON-SHIONG PATRICK
C/O NANT CAPITAL, LLC
450 DULEY ROAD
EL SEGUNDO, CA90245




Signatures

/s/ Charles Kenworthy, Manager, Nant Capital LLC 2024-10-29
**Signature of Reporting Person Date
/s/ Patrick Soon-Shiong 2024-10-29
**Signature of Reporting Person Date

Explanation of Responses:

(*) If the form is filed by more than one reporting person, see Instruction 5(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).
(1) The 8% Senior Convertible Tranche A Note (the "Note") was issued pursuant to that certain Note Purchase Agreement by and between the Issuer and Nant Capital, LLC ("Nant Capital") dated October 22, 2024 (the "Purchase Agreement"). Pursuant to the Purchase Agreement, Nant Capital shall purchase an additional 8% Senior Convertible Tranche B Note on or before November 15, 2024.
(2) Subject to an issuance limitation in the event of a voluntary conversion of the Note occurring prior to the maturity date that prohibits Nant Capital from converting the Note to the extent that after giving effect to the issuance of the Issuer's common stock after such conversion, Nant Capital (together with Nant Capital's affiliates, and any other person acting as a group together with Nant Capital or any of Nant Capital's affiliates) would beneficially own in excess of 33.33% of the shares of the Issuer's common stock outstanding.
(3) Note held by Nant Capital. Dr. Patrick Soon-Shiong owns all of the equity interests of Nant Capital and Dr. Soon-Shiong may be deemed to have beneficial ownership of the shares held by Nant Capital.
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