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 * SOON-SHIONG PATRICK (Last) (First) (Middle) C/O PDS BIOTECHNOLOGY CORPORATION 303A COLLEGE ROAD EAST (Street) PRINCETON NJ 08540 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 09/14/2026	3. Issuer Name and Ticker or Trading Symbol PDS Biotechnology Corp [ PDSB ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director X 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	13,005,334 (1)	I	See Footnote (2)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Pre-Funded Warrants	(3)	(3)	Common Stock	22,392,896	0.0003	I	Nant Capital, LLC (5)
Common Warrants	09/14/2027 (4)	09/14/2028	Common Stock	17,699,115	0.22	I	Nant Capital, LLC (5)

Explanation of Responses:

1. The reported securities are included within 35,398,230 PIPE Units (the "Units") purchased by Nant Capital, LLC ("Nant Capital") from the Issuer for a price of $0.2825 per Unit in a private placement transaction (the "Private Placement") announced on September 7, 2026, which closed on September 14, 2026. Each Unit is comprised of (i) One (1) share of the Issuer's common stock, par value $0.00033 per share ("Common Stock") or, at the election of a purchaser, a Pre-Funded Warrant to purchase one share of Common Stock (the "Pre-Funded Warrant") in lieu of such shares, and (ii) an accompanying Common Warrant to purchase one-half of one share of Common Stock (the "Common Warrant").

2. Represents shares of Common Stock purchased directly from the Issuer by Nant Capital in connection with the Private Placement transaction. Dr. Patrick Soon-Shiong is the sole member of Nant Capital and may be deemed to beneficially own the securities held by Nant Capital, subject to any applicable California community property laws.

3. The Pre-Funded Warrants are exercisable at any time and have no expiration date. The Pre-Funded Warrants include an exercise limitation that prohibits the holder from exercising the Pre-Funded Warrants in an amount in excess of the specified ownership threshold of 19.9% of the issued and outstanding shares of Common Stock (the "Pre-Funded Warrant Blocker"). Upon 61 days' prior notice to the Issuer, the holder of the Pre-Funded Warrants may increase or decrease the Pre-Funded Warrant Blocker, provided that the Pre-Funded Warrant Blocker in no event exceeds 19.99% of the issued and outstanding shares of Common Stock.

4. The Common Warrants are exercisable at any time from the date of issuance through 5:00 p.m., New York City time, on the one-year anniversary of the date of issuance. The Common Warrants include an exercise limitation that prohibits the holder from exercising the Common Warrants in an amount in excess of the specified ownership threshold of 19.9% of the issued and outstanding shares of Common Stock (the "Common Warrant Blocker"). Upon 61 days' prior notice to the Issuer, the holder of the Common Warrants may increase or decrease the Common Warrant Blocker, provided that the Common Warrant Blocker in no event exceeds 19.99% of the issued and outstanding shares of Common Stock

5. Dr. Patrick Soon-Shiong is the sole member of Nant Capital and may be deemed to beneficially own the securities held by Nant Capital, subject to any applicable California community property laws.

	/s/ Patrick Soon-Shiong	09/21/2026
	** Signature of Reporting Person	Date
	/s/ Charles Kenworthy, Manager of California Capital Equity and Manager of Nant Capital	09/21/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (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).
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