Scilex Holding Co (Form: 3, Received: 10/02/2023 06:15:09)

FORM 3	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES	OMB APPROVAL OMB Number: 3235-0104 Estimated average burden hours per response... 0.5
	Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person ^*

Ji Henry

2. Date of Event Requiring Statement (MM/DD/YYYY) 9/22/2023

3. Issuer Name and Ticker or Trading Symbol

Scilex Holding Co [SCLX]

(Last) (First) (Middle)

C/O SCILEX HOLDING COMPANY, 960 SAN ANTONIO ROAD

4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__X__ Director _____ 10% Owner
___X___ Officer (give title below) _____ Other (specify below)
Executive Chairperson /

(Street)

PALO ALTO, CA 94303

(City) (State) (Zip)

5. If Amendment, Date Original Filed(MM/DD/YYYY)

6. Individual or Joint/Group Filing(Check Applicable Line)

_X_ Form filed by One Reporting Person
___ 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	305,273	D
Common Stock	292,264	I	See Footnote ⁽¹⁾
Common Stock	5,640	I	By Spouse
Common Stock	70	I	By BioVintage, Inc.
Common Stock	2,749	I	By BioVintage, Inc. ⁽²⁾⁽³⁾

*Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)*
1. Title of Derivate Security (Instr. 4)	2. Date Exercisable and Expiration Date (MM/DD/YYYY)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivate Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security		6. Nature of Indirect Beneficial Ownership (Instr. 5)
Incentive Stock Option (right to buy)	⁽⁴⁾	9/20/2029	Common Stock	232,238	$1.73	D
Nonstatutory Stock Option (right to buy)	⁽⁴⁾	9/20/2029	Common Stock	1,799,470	$1.73	D
Nonstatutory Stock Option (right to buy)	⁽⁵⁾	1/17/2033	Common Stock	9,000,000	$8.08	D

Explanation of Responses:
(1)	Shares are held in family trusts of which the Reporting Person is a co-trustee with his spouse.
(2)	On December 30, 2022, the Board of Directors of Sorrento Therapeutics, Inc. ("Sorrento") declared a stock dividend (the "Dividend") to all holders of record of its common stock as of the close of business on January 9, 2023, of 0.1410127 of a share of common stock, par value $0.0001 per share, of the Issuer ("Scilex Common Stock") for each one share of common stock, par value $0.0001 per share, of Sorrento ("Sorrento Common Stock"). The Reporting Person wrote a put option in Sorrento Common Stock on August 26, 2022 (the "Put Option"), which was adjusted as a result of the Stock Dividend to relate to an aggregate of 19,500 shares of Sorrento Common Stock and 2,749 shares of Scilex Common Stock and to reflect a corresponding change to the exercise price of the Put Option to $0.80268 per share of Sorrento Common Stock and $8.6002 per share of Scilex Common Stock.
(3)	(Continued from footnote 2) The Put Option settled on March 17, 2023 and resulted in the Reporting Person becoming entitled to receive 2,749 shares of Scilex Common Stock at a price of $8.6002 per share of Scilex Common Stock, upon the expiration of the lock-up on such shares which is currently set to expire on March 31, 2024.
(4)	25% of the original number of shares subject to the option vested on March 18, 2020, and 1/36th of the remaining number of shares subject to the option have vested and shall vest on a monthly basis thereafter, subject to the Reporting Person's continued service to the Issuer through each such vesting date.
(5)	1/48th of the shares subject to the option have vested and shall vest on a monthly basis following the grant date, subject to the Reporting Person's continued service to the Issuer through each such vesting date.

Remarks:
Exhibit 24 - Power of Attorney

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Ji Henry C/O SCILEX HOLDING COMPANY 960 SAN ANTONIO ROAD PALO ALTO, CA 94303	X		Executive Chairperson

Signatures
/s/ Jaisim Shah, as Attorney-in-Fact		10/2/2023
^**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 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).
Note:	File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

                                                                      Exhibit 24

                           LIMITED POWER OF ATTORNEY

     Know all by these present, that the undersigned hereby constitutes and
appoints each of Jaisim Shah, Stephen Ma and Steve Lincoln (each, an "Attorney-
in-fact") of Scilex Holding Company (the "Company"), or any of them acting
singly and with full power of substitution, as the undersigned's true and lawful
attorney-in-fact to:

     1.   submit to the U.S. Securities and Exchange Commission (the "SEC") a
Form ID Application Acknowledgement on the Electronic Data Gathering, Analysis,
and Retrieval system ("EDGAR") of the SEC, including any amendments thereto, and
any other documents necessary or appropriate to obtain EDGAR codes and passwords
enabling the undersigned to make electronic filings with the SEC of reports
required by Sections 13(d), 13(g) or Section 16(a) of the Securities Exchange
Act of 1934, as amended (the "Exchange Act"), or any other rule or regulation of
the SEC.

     2.   prepare, submit, execute for, and on behalf of the undersigned, in the
undersigned's capacity as an officer, director and/or holder of 10% or more of a
registered class of securities, as applicable, of the Company (a) Schedules 13D
and 13G (and any amendments thereto) in accordance with Sections 13(d) and 13(g)
of the Exchange Act and the rules promulgated thereunder, (b) Forms 3, 4, and 5
(and any amendments thereto) in accordance with Section 16(a) of the Exchange
Act and the rules promulgated thereunder, and (c) any other forms or reports the
undersigned may be required to file in connection with the undersigned's
ownership, acquisition, or disposition of securities of the Company;

     3.   do and perform any and all acts for and on behalf of the undersigned
which may be necessary or desirable to complete and execute any such Schedule
13D, Schedule 13G, Form 3, 4, or 5, or other form or report (or any amendment
thereto), and timely file such schedule, form or report with the SEC and any
stock exchange or similar authority;

     4.   seek or obtain, as the undersigned's representative and on the
undersigned's behalf, information on transactions in the Company's securities
from any broker or financial institution, and the undersigned hereby authorizes
any such person to release any such information to each of the Attorneys-in-fact
and approves and ratifies any such release of information; and

     5.   take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of such Attorney-in-fact, may be of benefit to,
in the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by such Attorney-in-fact on behalf of the
undersigned pursuant to this Power of Attorney shall be in such form and shall
contain such terms and conditions as such Attorney-in-fact may approve in such
Attorney-in-fact's discretion.

     The undersigned hereby grants to each Attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary, or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as such undersigned might
or could do if personally present, with full power of substitution or
revocation, hereby ratifying and confirming all that such Attorney-in-fact, or
such Attorney-in-fact's substitute or substitutes, shall lawfully do or cause to
be done by virtue of this Power of Attorney and the rights and powers herein
granted.  The undersigned acknowledges that each Attorney-in-fact, in serving in
such capacities at the request of the undersigned, is not assuming any of the
undersigned's responsibilities to comply with Section 13 and Section 16 of the
Exchange Act.

     This Power of Attorney, with respect to each of the Attorneys-in-fact,
shall remain in full force and effect until the earlier of (a) the date that the
undersigned is no longer required to file Schedules 13D and 13G and Forms 3, 4,
and 5 with respect to the undersigned's beneficial ownership and transactions in
securities issued by the Company  (b) with respect to the Attorney-in-fact, this
Power of Attorney is revoked by the undersigned in a signed writing delivered to
such Attorney-in-fact, or (c) the time at which such attorney-in-fact is no
longer employed by the Company or any of its subsidiaries.


     IN WITNESS WHEREOF, the undersigned has executed this Limited Power of
Attorney as of this 22nd day of September, 2023. Signed and acknowledged:

                                            By: /s/ Henry Ji, Ph.D
                                                ------------------------------

                                            Name: Henry Ji, Ph.D.

                                            Title: Executive Chairperson