13D Filing: VenBio Select Advisor and Immunomedics Inc (NASDAQ:IMMU)

Page 4 of 5 – SEC Filing

This Amendment No. 2 (“Amendment No. 1”) amends
the statement on Schedule 13D filed on November 16, 2016 (the “Original Schedule 13D”), as amended
by Amendment No. 1 filed with the SEC on February 15, 2017 (“Amendment No. 1,” and the Original Schedule 13D
as amended hereby, the “Schedule 13D”) with respect to the shares of common stock, $0.01 par value per share
(the “Common Stock”), of Immunomedics, Inc., a Delaware corporation (the “Issuer”). Capitalized
terms used herein and not otherwise defined in this Amendment No. 2 have the meanings set forth in the Schedule 13D. This Amendment
No. 2 amends Item 4 as set forth below.

 

Item 4. PURPOSE OF TRANSACTION
Item 4 of the Schedule 13D is hereby amended and supplemented by the addition of the following:

On March 15, 2017, the Reporting Persons were notified that, pursuant
to a status quo order issued by the Delaware Chancery Court in connection with Goldenberg, et al. v. Aghazadeh, et al. (C.A.
No. 2017-0163-JTL), Dr. Aghazadeh, Scott Canute, Peter Barton Hutt, and Khalid Islam constitute the board of directors of the Issuer
alongside three other directors elected by a plurality of the votes cast at the 2016 annual meeting of stockholders of the Issuer.
Dr. Aghazadeh also serves as Portfolio Manager and Manager Director of venBio Select Advisor LLC.

The Reporting Persons intend to support the Issuer, and,
to the extent requested by the Issuer, the Reporting Persons may, from time to time, engage in discussions related to, or otherwise
help facilitate, financing options for the Issuer, strategic alternatives available to the Issuer, or strategic transactions involving
the Issuer.

Follow Immunomedics Inc (NASDAQ:IMMU)