Statistiche di base
| LEI | 529900Q4JAVBX3H8RF98 |
| CIK | 1175680 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to CytoDyn Inc.
SEC Filings (Chronological Order)
Questa pagina fornisce un elenco completo e cronologico dei depositi SEC, esclusi i documenti di proprietà che forniamo altrove.
| July 25, 2025 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) CytoDyn Inc. (Exact Name of Registrant as Specified in Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Share (2) Maximum Aggregate Offering Price (3) Fee Rate Amount of Registration Fee Fees to Be Paid Equity Common stock, |
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| July 25, 2025 |
Subsidiaries of the Registrant Exhibit 21 SUBSIDIARIES Name Jurisdiction of Incorporation or Organization CytoDyn Operations Inc. Delaware |
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| July 25, 2025 |
Table of Contents ;da k UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| July 25, 2025 |
Statement of Insider Trading Policy and Related Trading Procedures Exhibit 19.1 STATEMENT OF INSIDER TRADING POLICY AND RELATED TRADING PROCEDURES CYTODYN INC. Instructions. You should carefully read and review this Statement of Insider Trading Policy and Related Trading Procedures (“Policy”) to ensure your understanding of the obligations it places on you as an officer, director, employee or other “Covered Party”, as defined in the Policy. Upon your review and e |
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| July 25, 2025 |
As filed with the Securities and Exchange Commission on July 25, 2025 Table of Contents As filed with the Securities and Exchange Commission on July 25, 2025 Registration No. |
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| May 16, 2025 |
Letter, dated May 16, 2025, from Marcum LLP to the Securities and Exchange Commission. Exhibit 16.1 May 16, 2025 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners: We have read the statements made by CytoDyn Inc. under Item 4.01 of its Form 8-K dated May 16, 2025. We agree with the statements concerning our Firm in such Form 8-K; we are not in a position to agree or disagree with other statements of CytoDyn Inc. contained therein. Very truly yo |
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| May 16, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 14, 2025 CytoDyn Inc. |
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| May 16, 2025 |
Up to 486,646,723 Shares of Common Stock Filed pursuant to Rule 424(b)(3) Registration No. 333-282000 PROSPECTUS SUPPLEMENT NO. 5 (to Prospectus dated October 1, 2024) Up to 486,646,723 Shares of Common Stock This prospectus supplement updates, amends and supplements the prospectus dated October 1, 2024, relating to our Registration Statement on Form S-1 (Registration No. 333-282000) (as supplemented or amended from time to time, the “Pr |
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| May 6, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 2, 2025 CytoDyn Inc. |
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| May 6, 2025 |
Up to 486,646,723 Shares of Common Stock Filed pursuant to Rule 424(b)(3) Registration No. 333-282000 PROSPECTUS SUPPLEMENT NO. 4 (to Prospectus dated October 1, 2024) Up to 486,646,723 Shares of Common Stock This prospectus supplement updates, amends and supplements the prospectus dated October 1, 2024, relating to our Registration Statement on Form S-1 (Registration No. 333-282000) (as supplemented or amended from time to time, the “Pr |
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| May 6, 2025 |
CytoDyn Appoints Biotech Veteran Robert E. Hoffman as Chief Financial Officer Exhibit 99.1 CytoDyn Appoints Biotech Veteran Robert E. Hoffman as Chief Financial Officer VANCOUVER, Washington, May 6, 2025 – CytoDyn Inc. (OTCQB: CYDY) ("CytoDyn" or the "Company"), a biotechnology company developing leronlimab, a CCR5 antagonist with the potential for multiple therapeutic indications, today announced that Robert E. Hoffman has been appointed as Chief Financial Officer, effecti |
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| May 6, 2025 |
Employment Agreement between the Company and Robert E. Hoffman, dated May Exhibit 10.1 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this “Agreement”) is effective May 15, 2025 (the “Effective Date”), by and between CYTODYN INC., a Delaware corporation (the “Company”) and Robert Hoffman (the “Executive”). WITNESSETH: WHEREAS, as of the Effective Date, Executive was hired as Chief Financial Officer, and the Executive accepted such employment, on the terms and condition |
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| April 15, 2025 |
Up to 486,646,723 Shares of Common Stock Filed pursuant to Rule 424(b)(3) Registration No. 333-282000 PROSPECTUS SUPPLEMENT NO. 3 (to Prospectus dated October 1, 2024) Up to 486,646,723 Shares of Common Stock This prospectus supplement updates, amends and supplements the prospectus dated October 1, 2024, relating to our Registration Statement on Form S-1 (Registration No. 333-282000) (as supplemented or amended from time to time, the “Pr |
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| April 14, 2025 |
EXHIBiT 10.1 AMENDMENT TO SECURED CONVERTIBLE PROMISSORY NOTE This Amendment to Secured Convertible Promissory Note (this “Amendment”) is entered into as agreed upon on April 10, 2025, and effective as of April 5, 2025, by and between STREETERVILLE CAPITAL, LLC, a Utah limited liability company (“Lender”), and CYTODYN, INC., a Delaware corporation (“Borrower”). Capitalized terms used in this Amend |
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| April 14, 2025 |
Amendment to Security Agreement between CytoDyn Inc. and Uptown Capital, LLC dated April 23, 2021 Exhibit 10.2 AMENDMENT TO SECURED CONVERTIBLE PROMISSORY NOTE This Amendment to Secured Convertible Promissory Note (this “Amendment”) is entered into as agreed upon on April 10, 2025, and effective as of April 23, 2025, by and between UPTOWN CAPITAL, LLC, a Utah limited liability company (“Lender”), and CYTODYN, INC., a Delaware corporation (“Borrower”). Capitalized terms used in this Amendment w |
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| April 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended February 28, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1933 For the transition period from to Commission File Number: 000-49908 CYTODYN INC. |
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| January 14, 2025 |
Up to 486,646,723 Shares of Common Stock Filed pursuant to Rule 424(b)(3) Registration No. 333-282000 PROSPECTUS SUPPLEMENT NO. 2 (to Prospectus dated October 1, 2024) Up to 486,646,723 Shares of Common Stock This prospectus supplement updates, amends and supplements the prospectus dated October 1, 2024, relating to our Registration Statement on Form S-1 (Registration No. 333-282000) (as supplemented or amended from time to time, the “Pr |
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| January 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 30, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1933 For the transition period from to Commission File Number: 000-49908 CYTODYN INC. |
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| November 22, 2024 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 22, 2024 CytoDyn Inc. |
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| October 17, 2024 |
Up to 486,646,723 Shares of Common Stock Filed pursuant to Rule 424(b)(3) Registration No. 333-282000 PROSPECTUS SUPPLEMENT NO. 1 (to Prospectus dated October 1, 2024) Up to 486,646,723 Shares of Common Stock This prospectus supplement updates, amends and supplements the prospectus dated October 1, 2024, relating to our Registration Statement on Form S-1 (Registration No. 333-282000) (as supplemented or amended from time to time, the “Pr |
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| October 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended August 31, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1933 For the transition period from to Commission File Number: 000-49908 CYTODYN INC. |
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| October 11, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| October 1, 2024 |
Up to 486,646,723 Shares of Common Stock Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-282000 Up to 486,646,723 Shares of Common Stock This prospectus relates to the resale of up to 279,236,439 shares of our common stock, par value $0.001 per share (the “common stock”), and 207,410,284 shares of our common stock underlying certain warrants (collectively, the “Shares”), by the selling stockholders identified in t |
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| September 30, 2024 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A (Amendment No. 1) ☒ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended May 31, 2024 or ☐TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-49908 C |
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| September 26, 2024 |
CYTODYN INC. September 26, 2024 VIA EDGAR Office of Life Sciences Division of Corporation Finance United States Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Attention: Chris Edwards Re:CytoDyn Inc. Registration Statement on Form S-1 File No. 333-282000 Request for Acceleration Ladies and Gentlemen: In accordance with Rule 461 under the Securities Act of 1933, as amended |
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| September 9, 2024 |
As filed with the Securities and Exchange Commission on September 6, 2024 As filed with the Securities and Exchange Commission on September 6, 2024 Registration No. |
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| September 9, 2024 |
Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) CytoDyn Inc. (Exact Name of Registrant as Specified in Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Share Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Fees to Be Paid Equity Common Stock, $0.001 p |
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| September 9, 2024 |
As filed with the Securities and Exchange Commission on September 6, 2024 As filed with the Securities and Exchange Commission on September 6, 2024 Registration No. |
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| September 9, 2024 |
As filed with the Securities and Exchange Commission on September 6, 2024 Table of Contents As filed with the Securities and Exchange Commission on September 6, 2024 Registration No. |
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| August 15, 2024 |
Table of Contents ;da k UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| August 15, 2024 |
Subsidiaries of the Registrant Exhibit 21 SUBSIDIARIES Name Jurisdiction of Incorporation or Organization CytoDyn Operations Inc. Delaware |
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| July 22, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Amendment No. 4 to SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 CYTODYN INC. (Name of Subject Company (Issuer) and Filing Person (Offeror)) WARRANTS TO PURCHASE COMMON STOCK (Title of Class of Securities) 23283M101 (CUSIP Number of Common Stock Underlying Warrants |
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| July 9, 2024 |
Regulation FD Disclosure, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 2, 2024 CytoDyn Inc. |
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| July 9, 2024 |
CytoDyn Announces Settlement with Amarex Clinical Research LLC Terms of the settlement include $12,000,000 cash payment to CytoDyn and elimination of $14,000,000 accounts payable liability from the Company’s balance sheet VANCOUVER, Washington, July 9, 2024 (GLOBE NEWSWIRE) - CytoDyn Inc. |
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| July 9, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Amendment No. 3 to SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 CYTODYN INC. (Name of Subject Company (Issuer) and Filing Person (Offeror)) WARRANTS TO PURCHASE COMMON STOCK (Title of Class of Securities) 23283M101 (CUSIP Number of Common Stock Underlying Warrants |
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| July 9, 2024 |
Up to 141,019,099 Shares of Common Stock Filed pursuant to Rule 424(b)(3) Registration No. 333-276912 PROSPECTUS SUPPLEMENT NO. 5 (to Prospectus dated February 22, 2024) Up to 141,019,099 Shares of Common Stock This prospectus supplement updates, amends and supplements the prospectus dated February 22, 2024, relating to our Registration Statement on Form S-1 (Registration No. 333-276912) (as supplemented or amended from time to time, the |
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| July 9, 2024 |
Up to 205,652,848 Shares of Common Stock Filed pursuant to Rule 424(b)(3) Registration No. 333-272815 PROSPECTUS SUPPLEMENT NO. 12 (to Prospectus dated October 11, 2023) Up to 205,652,848 Shares of Common Stock This prospectus supplement updates, amends and supplements the prospectus dated October 11, 2023, relating to our Registration Statement on Form S-1 (Registration No. 333-272815) (as supplemented or amended from time to time, the |
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| June 28, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Amendment No. 2 to SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 CYTODYN INC. (Name of Subject Company (Issuer) and Filing Person (Offeror)) WARRANTS TO PURCHASE COMMON STOCK (Title of Class of Securities) 23283M101 (CUSIP Number of Common Stock Underlying Warrants |
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| June 28, 2024 |
Mary Ann Frantz [email protected] 503.205.2552 (direct) June 28, 2024 Via EDGAR Office of Mergers & Acquisitions Division of Corporation Finance United States Securities and Exchange Commission 100 F Street, NE Washington, D.C. 20549 Attn: Perry Hindin Subject: CytoDyn Inc. Schedule TO-I/A filed June 20, 2024 File No. 005-79349 Ladies and Gentlemen: On behalf of CytoDyn Inc. (the “Comp |
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| June 28, 2024 |
Changes in Registrant's Certifying Accountant UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 28, 2024 CytoDyn Inc. |
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| June 20, 2024 |
Amended Letter to Holders of Original Warrants EXHIBIT (a)(1)(E) CYTODYN INC. 1111 Main Street, Suite 660 Vancouver, Washington 98660 (360) 980-8524 June 20, 2024 To the Holders of the Original Warrants, This letter, together with the enclosed Offering Materials (as defined below) are intended to amend and, in some cases supersede, the materials transmitted to holders of the Original Warrants (as defined below) on June 3, 2024 (the “Original O |
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| June 20, 2024 |
Amended Form of Election to Participate EXHIBIT (a)(1)(F) INSTRUCTIONS FOR ELECTION TO PARTICIPATE AND EXERCISE WARRANTS NOTE: THESE INSTRUCTIONS FOR ELECTION TO PARTICIPATE ARE INTENDED TO FULLY REPLACE AND SUPERSEDE THE INSTRUCTIONS TRANSMITTED TO HOLDERS OF THE ORIGINAL WARRANTS ON JUNE 3, 2024. |
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| June 20, 2024 |
Amended Calculation of Filing Fee Table EX-FILING FEES 5 tm2415839d2ex-filingfees.htm EX-FILING FEES Ex-Filing Fees Calculation of Filing Fee Table Amendment No. 1 to Schedule TO CytoDyn Inc. (Exact Name of Registrant as Specified in its Charter) Transaction Valuation Transaction Valuation Fee Rate Amount of Filing Fee Fee to Be Paid $ 35,662,840 0.0001476 $ 5,263.84 (1) Fees Previously Paid $ 4,662.33 Total Transaction Valuation $ 35,6 |
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| June 20, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Amendment No. 1 to SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 CYTODYN INC. (Name of Subject Company (Issuer) and Filing Person (Offeror)) WARRANTS TO PURCHASE COMMON STOCK (Title of Class of Securities) 23283M101 (CUSIP Number of Common Stock Underlying Warrants |
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| June 20, 2024 |
Mary Ann Frantz [email protected] 503.205.2552 (direct) June 20, 2024 Via EDGAR Office of Mergers & Acquisitions Division of Corporation Finance United States Securities and Exchange Commission 100 F Street, NE Washington, D.C. 20549 Attn: Perry Hindin Subject: CytoDyn Inc. Schedule TO-I filed June 3, 2024 File No. 005-79349 Ladies and Gentlemen: On behalf of CytoDyn Inc. (the “Company |
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| June 20, 2024 |
Amended Form of Notice of Withdrawal EXHIBIT (a)(1)(G) NOTICE OF WITHDRAWAL THE OFFER AND WITHDRAWAL RIGHTS EXPIRE AT 12:01 A. |
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| June 12, 2024 |
Mary Ann Frantz [email protected] 503.205.2552 (direct) June 12, 2024 VIA EDGAR Office of Mergers & Acquisitions Division of Corporation Finance United States Securities and Exchange Commission 100 F Street, NE Washington, D.C. 20549 Attention: Perry Hindin Subject: CytoDyn Inc. Schedule TO-I filed June 3, 2024 File No. 005-79349 Ladies and Gentlemen: On behalf of CytoDyn Inc. (the “Co |
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| June 3, 2024 |
Calculation of Filing Fee Table Ex-Filing Fees Calculation of Filing Fee Table Schedule TO-I CytoDyn Inc. (Exact Name of Registrant as Specified in its Charter) Transaction Valuation Transaction Valuation Fee Rate Amount of Filing Fee Fee to Be Paid $ 31,587,609.76 0.0001476 $ 4,662.33 (2) Fees Previously Paid Total Transaction Valuation $ 31,587,609.76 (1) Total Fees Due for Filing $ 4,662.33 Total Fees Previously Paid Total Fe |
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| June 3, 2024 |
Letter to Holders of Original Warrants EXHIBIT (a)(1)(A) CYTODYN INC. 1111 Main Street, Suite 660 Vancouver, Washington 98660 (360) 980-8524 June 3, 2024 To the Holders of the Original Warrants, CytoDyn Inc. (“we” or the “Company”) is offering you, as a holder of certain warrants to purchase common stock of the Company (the “Original Warrants”), the opportunity to amend and exercise such Original Warrants at an exercise price equal to |
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| June 3, 2024 |
Offer to Amend and Exercise Warrants to Purchase Common Stock EXHIBIT (a)(1)(B) NEITHER THE SECURITIES AND EXCHANGE COMMISSION NOR ANY STATE SECURITIES COMMISSION HAS APPROVED OR DISAPPROVED OF THE TRANSACTION CONTEMPLATED HEREIN; PASSED UPON THE MERITS OR FAIRNESS OF THE TRANSACTION; OR PASSED UPON THE ADEQUACY OR ACCURACY OF THE DISCLOSURE IN THIS DOCUMENT. |
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| June 3, 2024 |
EXHIBIT (a)(1)(D) NOTICE OF WITHDRAWAL THE OFFER AND WITHDRAWAL RIGHTS EXPIRE AT 5:00 P. |
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| June 3, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 CYTODYN INC. (Name of Subject Company (Issuer) and Filing Person (Offeror)) WARRANTS TO PURCHASE COMMON STOCK (Title of Class of Securities) 23283M101 (CUSIP Number of Common Stock Underlying Warrants) Jacob Lalezari Ch |
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| June 3, 2024 |
Form of Election to Participate EXHIBIT (a)(1)(C) INSTRUCTIONS FOR ELECTION TO PARTICIPATE Your right to participate in the Offer to Amend and Exercise (the “Exercise Offer”) of CytoDyn Inc. |
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| June 3, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 28, 2024 CytoDyn Inc. |
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| May 6, 2024 |
Up to 141,019,099 Shares of Common Stock Filed pursuant to Rule 424(b)(3) Registration No. 333-276912 PROSPECTUS SUPPLEMENT NO. 4 (to Prospectus dated February 22, 2024) Up to 141,019,099 Shares of Common Stock This prospectus supplement updates, amends and supplements the prospectus dated February 22, 2024, relating to our Registration Statement on Form S-1 (Registration No. 333-276912) (as supplemented or amended from time to time, the |
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| May 6, 2024 |
Up to 205,652,848 Shares of Common Stock Filed pursuant to Rule 424(b)(3) Registration No. 333-272815 PROSPECTUS SUPPLEMENT NO. 11 (to Prospectus dated October 11, 2023) Up to 205,652,848 Shares of Common Stock This prospectus supplement updates, amends and supplements the prospectus dated October 11, 2023, relating to our Registration Statement on Form S-1 (Registration No. 333-272815) (as supplemented or amended from time to time, the |
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| May 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 6, 2024 CytoDyn Inc. |
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| April 16, 2024 |
Up to 141,019,099 Shares of Common Stock Filed pursuant to Rule 424(b)(3) Registration No. 333-276912 PROSPECTUS SUPPLEMENT NO. 3 (to Prospectus dated February 22, 2024) Up to 141,019,099 Shares of Common Stock This prospectus supplement updates, amends and supplements the prospectus dated February 22, 2024, relating to our Registration Statement on Form S-1 (Registration No. 333-276912) (as supplemented or amended from time to time, the |
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| April 16, 2024 |
Up to 205,652,848 Shares of Common Stock Filed pursuant to Rule 424(b)(3) Registration No. 333-272815 PROSPECTUS SUPPLEMENT NO. 10 (to Prospectus dated October 11, 2023) Up to 205,652,848 Shares of Common Stock This prospectus supplement updates, amends and supplements the prospectus dated October 11, 2023, relating to our Registration Statement on Form S-1 (Registration No. 333-272815) (as supplemented or amended from time to time, the |
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| April 15, 2024 |
Consulting Agreement between the Company and Rapid Deployment LLC EXHIBiT 10.1 Interim Executive Advisory Agreement This Interim Executive Advisory Agreement (this “Agreement”), dated as of January 10, 2024, is entered by and between Rapid Deployment LLC (“RD”), located at 515 N. State Street, 14th Floor, Chicago IL 60654, and CytoDyn Inc. (“CD”), located at 1111 Main Street, Suite 660, Vancouver, Washington 98660. For purposes of this Agreement, all references |
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| April 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended February 29, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1933 For the transition period from to Commission File Number: 000-49908 CYTODYN INC. |
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| April 8, 2024 |
Up to 205,652,848 Shares of Common Stock Filed pursuant to Rule 424(b)(3) Registration No. 333-272815 PROSPECTUS SUPPLEMENT NO. 9 (to Prospectus dated October 11, 2023) Up to 205,652,848 Shares of Common Stock This prospectus supplement updates, amends and supplements the prospectus dated October 11, 2023, relating to our Registration Statement on Form S-1 (Registration No. 333-272815) (as supplemented or amended from time to time, the “ |
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| April 8, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 3, 2024 CytoDyn Inc. |
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| April 8, 2024 |
Up to 141,019,099 Shares of Common Stock Filed pursuant to Rule 424(b)(3) Registration No. 333-276912 PROSPECTUS SUPPLEMENT NO. 2 (to Prospectus dated February 22, 2024) Up to 141,019,099 Shares of Common Stock This prospectus supplement updates, amends and supplements the prospectus dated February 22, 2024, relating to our Registration Statement on Form S-1 (Registration No. 333-276912) (as supplemented or amended from time to time, the |
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| March 28, 2024 |
Unregistered Sales of Equity Securities UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 22, 2024 CytoDyn Inc. |
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| March 1, 2024 |
Up to 205,652,848 Shares of Common Stock Filed pursuant to Rule 424(b)(3) Registration No. 333-272815 PROSPECTUS SUPPLEMENT NO. 8 (to Prospectus dated October 11, 2023) Up to 205,652,848 Shares of Common Stock This prospectus supplement updates, amends and supplements the prospectus dated October 11, 2023, relating to our Registration Statement on Form S-1 (Registration No. 333-272815) (as supplemented or amended from time to time, the “ |
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| March 1, 2024 |
Up to 141,019,099 Shares of Common Stock Filed pursuant to Rule 424(b)(3) Registration No. 333-276912 PROSPECTUS SUPPLEMENT NO. 1 (to Prospectus dated February 22, 2024) Up to 141,019,099 Shares of Common Stock This prospectus supplement updates, amends and supplements the prospectus dated February 22, 2024, relating to our Registration Statement on Form S-1 (Registration No. 333-276912) (as supplemented or amended from time to time, the |
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| February 22, 2024 |
Up to 141,019,099 Shares of Common Stock Filed Pursuant to Rule 424(b)(3) Registration No. 333-276912 Up to 141,019,099 Shares of Common Stock This prospectus relates to the resale of up to 35,792,347 shares of our common stock, par value $0.001 per share (the “common stock”), and 105,226,752 shares of our common stock underlying certain warrants (collectively, the “Shares”), by the selling stockholders identified in this prospectus unde |
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| February 15, 2024 |
CYTODYN INC. February 15, 2024 VIA EDGAR Office of Life Sciences Division of Corporation Finance United States Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Attention: Alan Campbell Re:CytoDyn Inc. Registration Statement on Form S-1 File No. 333-276912 Request for Acceleration Ladies and Gentlemen: In accordance with Rule 461 under the Securities Act of 1933, as amended, |
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| February 12, 2024 |
CYDY / CytoDyn Inc. / Welch David F - SC 13G/A Passive Investment SC 13G/A 1 d778219dsc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* CYTODYN INC. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 23283M101 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appr |
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| February 7, 2024 |
As filed with the Securities and Exchange Commission on February , 2024 As filed with the Securities and Exchange Commission on February , 2024 Registration No. |
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| February 7, 2024 |
Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) CytoDyn Inc. (Exact Name of Registrant as Specified in Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Share Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Fees to Be Paid Equity Common Stock, $0.001 p |
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| February 7, 2024 |
Amended and Restated Certificate of Incorporation, as amended through November 9, 2023 Exhibit 3.1 State of Delaware Secretary of State Division of Corporations Delivered 10:57 AM 11/16/2018 FILED 10:58 AM 11/16/2018 SR 20187682058 - File Number 7032132 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF POINT NEWCO INC. The undersigned, Nader Z. Pourhassan, Ph.D., hereby certifies that: (1) He is the President and Chief Executive Officer of the corporation referred to herein. (2) |
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| February 7, 2024 |
Description of the Registrant’s Capital Stock Exhibit 4.1 DESCRIPTION OF THE REGISTRANT’S CAPITAL STOCK General CytoDyn, Inc. (the “Company” or “we”) is authorized to issue up to 1,755,000,000 shares of capital stock, including 1,750,000,000 shares of common stock, par value $0.001 per share, and 5,000,000 shares of preferred stock, par value $0.001 per share. As of February 1, 2024, we had 986,058,436 shares of common stock, 19,000 shares of |
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| January 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 23, 2024 CytoDyn Inc. |
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| January 29, 2024 |
Up to 205,652,848 Shares of Common Stock Filed pursuant to Rule 424(b)(3) Registration No. 333-272815 PROSPECTUS SUPPLEMENT NO. 7 (to Prospectus dated October 11, 2023) Up to 205,652,848 Shares of Common Stock This prospectus supplement updates, amends and supplements the prospectus dated October 11, 2023, relating to our Registration Statement on Form S-1 (Registration No. 333-272815) (as supplemented or amended from time to time, the “ |
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| January 29, 2024 |
CytoDyn Appoints Jacob Lalezari M.D. as CEO, Mitchell Cohen as Interim CFO Exhibit 99.1 CytoDyn Appoints Jacob Lalezari M.D. as CEO, Mitchell Cohen as Interim CFO VANCOUVER, Washington, January 29, 2024 (GLOBE NEWSWIRE) - CytoDyn Inc. (OTCQB: CYDY) (“CytoDyn” or the “Company”), a biotechnology company developing leronlimab, a CCR5 antagonist with the potential for multiple therapeutic indications, announced today that Dr. Jacob Lalezari, formerly interim CEO, was appoint |
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| January 29, 2024 |
Employment Agreement between the Company and Jacob P. Lalezari, M.D., dated January 26, 2024 Exhibit 10.1 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this “Agreement”) is effective January 26, 2024 (the “Effective Date”), by and between CYTODYN INC., a Delaware corporation (the “Company”) and DR. JACOB P. LALEZARI (the “Executive”). WITNESSETH: WHEREAS, the parties previously entered into an employment agreement for Executive to serve as the Company’s Interim CEO, dated effective Nove |
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| January 19, 2024 |
Up to 205,652,848 Shares of Common Stock Filed pursuant to Rule 424(b)(3) Registration No. 333-272815 PROSPECTUS SUPPLEMENT NO. 6 (to Prospectus dated October 11, 2023) Up to 205,652,848 Shares of Common Stock This prospectus supplement updates, amends and supplements the prospectus dated October 11, 2023, relating to our Registration Statement on Form S-1 (Registration No. 333-272815) (as supplemented or amended from time to time, the “ |
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| January 16, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1933 For the transition period from to Commission File Number: 000-49908 CYTODYN INC. |
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| December 22, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 19, 2023 CytoDyn Inc. |
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| December 15, 2023 |
Up to 205,652,848 Shares of Common Stock Filed pursuant to Rule 424(b)(3) Registration No. 333-272815 PROSPECTUS SUPPLEMENT NO. 5 (to Prospectus dated October 11, 2023) Up to 205,652,848 Shares of Common Stock This prospectus supplement updates, amends and supplements the prospectus dated October 11, 2023, relating to our Registration Statement on Form S-1 (Registration No. 333-272815) (as supplemented or amended from time to time, the “ |
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| December 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 14, 2023 CytoDyn Inc. |
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| November 28, 2023 |
Up to 205,652,848 Shares of Common Stock Filed pursuant to Rule 424(b)(3) Registration No. 333-272815 PROSPECTUS SUPPLEMENT NO. 4 (to Prospectus dated October 11, 2023) Up to 205,652,848 Shares of Common Stock This prospectus supplement updates, amends and supplements the prospectus dated October 11, 2023, relating to our Registration Statement on Form S-1 (Registration No. 333-272815) (as supplemented or amended from time to time, the “ |
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| November 28, 2023 |
Termination of a Material Definitive Agreement UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 21, 2023 CytoDyn Inc. |
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| November 22, 2023 |
Up to 205,652,848 Shares of Common Stock Filed pursuant to Rule 424(b)(3) Registration No. 333-272815 PROSPECTUS SUPPLEMENT NO. 3 (to Prospectus dated October 11, 2023) Up to 205,652,848 Shares of Common Stock This prospectus supplement updates, amends and supplements the prospectus dated October 11, 2023, relating to our Registration Statement on Form S-1 (Registration No. 333-272815) (as supplemented or amended from time to time, the “ |
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| November 21, 2023 |
Employment Agreement between the Company and Jacob P. Lalezari, M.D., dated November 17, 2023 Exhibit 10.1 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this “Agreement”) is effective November 17, 2023 (the “Effective Date”), by and between CYTODYN INC., a Delaware corporation (the “Company”) and DR. JACOB P. LALEZARI (the “Executive”). WITNESSETH: WHEREAS, the Company wishes for the Executive to serve as Interim Chief Executive Officer of the Company, and the Executive has accepted such |
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| November 21, 2023 |
CytoDyn Appoints Jacob Lalezari M.D. as Interim CEO Exhibit 99.1 CytoDyn Appoints Jacob Lalezari M.D. as Interim CEO VANCOUVER, Washington, November 21, 2023 – CytoDyn Inc. (OTCQB: CYDY) ("CytoDyn" or the "Company"), a biotechnology company developing leronlimab, a CCR5 antagonist with the potential for multiple therapeutic indications, today announced the appointment of Dr. Jacob Lalezari as interim CEO, effective November 17, 2023. Dr. Lalezari w |
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| November 21, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 17, 2023 CytoDyn Inc. |
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| November 13, 2023 |
Up to 205,652,848 Shares of Common Stock Filed pursuant to Rule 424(b)(3) Registration No. 333-272815 PROSPECTUS SUPPLEMENT NO. 2 (to Prospectus dated October 11, 2023) Up to 205,652,848 Shares of Common Stock This prospectus supplement updates, amends and supplements the prospectus dated October 11, 2023, relating to our Registration Statement on Form S-1 (Registration No. 333-272815) (as supplemented or amended from time to time, the “ |
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| November 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 9, 2023 CytoDyn Inc. |
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| November 9, 2023 |
Certificate of Amendment to the Certificate of Incorporation of CytoDyn Inc. dated November 9, 2023 Exhibit 3.1 CERTIFICATE OF AMENDMENT OF CERTIFICATE OF INCORPORATION OF CYTODYN INC. Pursuant to Section 242 of the General Corporation Law of the State of Delaware, CytoDyn Inc., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), does hereby certify as follows: 1. The name of the Corporation is CytoDyn Inc. The Corporation was originally incorporated |
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| November 6, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| November 6, 2023 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 3, 2023 CytoDyn Inc. |
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| November 6, 2023 |
November 2023 Letter to Shareholders Exhibit 99.1 November 3, 2023 November 2023 Letter to Shareholders Dear Shareholders, We write to provide an update on CytoDyn Inc. (“CytoDyn” or “Company”), and to thank you for your continued support of the Company. Throughout our history, CytoDyn has made great strides in developing leronlimab from a single indication molecule into a platform molecule with the potential for multiple therapeutic |
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| October 25, 2023 |
CYDY / Cytodyn Inc / Welch David F - SC 13G Passive Investment SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.)* CYTODYN INC. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 23283M101 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule |
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| October 24, 2023 |
Up to 205,652,848 Shares of Common Stock Filed pursuant to Rule 424(b)(3) Registration No. 333-272815 PROSPECTUS SUPPLEMENT NO. 1 (to Prospectus dated October 11, 2023) Up to 205,652,848 Shares of Common Stock This prospectus supplement updates, amends and supplements the prospectus dated October 11, 2023, relating to our Registration Statement on Form S-1 (Registration No. 333-272815) (as supplemented or amended from time to time, the |
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| October 23, 2023 |
Employment Agreement between CytoDyn Inc. and Tyler Blok, effective August 15, 2023 EXHIBIT 10.1 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this “Agreement”) is effective August 15, 2023 (the “Effective Date”), by and between CYTODYN INC., a Delaware corporation (the “Company”) and TYLER BLOK (the “Executive”). WITNESSETH: WHEREAS, Executive began his employment with the Company in the role of Corporate Counsel on July 25, 2022. WHEREAS, as of the Effective Date, was promote |
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| October 23, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended August 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1933 For the transition period from to Commission File Number: 000-49908 CYTODYN INC. |
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| October 16, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: August 31, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition Peri |
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| October 11, 2023 |
Up to 205,652,848 Shares of Common Stock TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(3) Registration No. 333-272815 Up to 205,652,848 Shares of Common Stock This prospectus relates to the resale of up to 74,903,789 shares of our common stock, par value $0.001 per share (the “common stock”), and 130,749,059 shares of our common stock underlying certain warrants (collectively, the “Shares”), by the selling stockholders identified in |
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| October 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statem |
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| October 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 6, 2023 CytoDyn Inc. |
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| October 2, 2023 |
As filed with the Securities and Exchange Commission on October 2, 2023 Table of Contents As filed with the Securities and Exchange Commission on October 2, 2023 Registration No. |
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| September 27, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| September 25, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| September 25, 2023 |
Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 19, 2023 CytoDyn Inc. |
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| September 25, 2023 |
Exhibit 16.1 September 25, 2023 Securities and Exchange Commission 100 F Street N.E. Washington, D.C. 20549 We have been furnished with a copy of the response to Item 4.01 of Form 8-K for the event that occurred on September 19, 2023 to be filed by our former client, CytoDyn, Inc. We agree with the statements made in response to that Item insofar as they relate to our Firm. We have no basis to agr |
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| September 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| September 14, 2023 |
Subsequent Warrant Issued under Surety Bond Backstop Extension EXHIBIT 4.20 Warrant Number THE WARRANT REPRESENTED BY THIS CERTIFICATE AND THE SECURITIES ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”) OR THE SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION. THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE HEREOF MAY NOT BE OFFERED, SOLD, PLEDGED, ASSIGNED OR OTHERWISE TRANSFER |
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| September 14, 2023 |
Table of Contents ;da k UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| September 14, 2023 |
Initial Warrant Issued under Surety Bond Backstop Extension EXHIBIT 4.19 Warrant Number THE WARRANT REPRESENTED BY THIS CERTIFICATE AND THE SECURITIES ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”) OR THE SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION. THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE HEREOF MAY NOT BE OFFERED, SOLD, PLEDGED, ASSIGNED OR OTHERWISE TRANSFER |
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| September 14, 2023 |
Description of the Registrant’s Capital Stock Exhibit 4.1 DESCRIPTION OF THE REGISTRANT’S CAPITAL STOCK General CytoDyn, Inc. (the “Company” or “we”) is authorized to issue up to 1,355,000,000 shares of capital stock, including 1,350,000,000 shares of common stock, par value $0.001 per share, and 5,000,000 shares of preferred stock, par value $0.001 per share. As of August 31, 2023, we had 930,960,097 shares of common stock, 19,000 shares of |
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| September 14, 2023 |
Subsidiaries of the Registrant Exhibit 21 SUBSIDIARIES Name Jurisdiction of Incorporation or Organization CytoDyn Operations Inc. Delaware |
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| August 30, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: May 31, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition Period |
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| August 17, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 11, 2023 CytoDyn Inc. |
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| July 11, 2023 |
Exhibit 99.1 CytoDyn Announces Company Updates and Investment Community Update Webcast Claim Filed in Former CRO Litigation for Damages Exceeding $100M Dr. Arman Returns from Medical Leave as SVP of Business Operations Webcast to be held Monday, July 24th, 2023, at 1 PM PT / 4 PM ET VANCOUVER, Washington – July 11, 2023 – CytoDyn Inc. (OTCQB: CYDY) (“CytoDyn” or the “Company”), a clinical-stage bi |
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| July 11, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 6, 2023 CytoDyn Inc. |
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| July 11, 2023 |
Up to 205,761,543 Shares of Common Stock TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(3) Registration No. 333-272815 Up to 205,761,543 Shares of Common Stock This prospectus relates to the resale of up to 72,012,484 shares of our common stock, par value $0.001 per share (the “common stock”), and 133,749,059 shares of our common stock underlying certain warrants (collectively, the “Shares”), by the selling stockholders identified in |
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| July 6, 2023 |
CYTODYN INC. July 6, 2023 VIA EDGAR Office of Life Sciences Division of Corporation Finance United States Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Attention: Tim Buchmiller Re:CytoDyn Inc. Registration Statement on Form S-1 File No. 333-272815 Request for Acceleration Ladies and Gentlemen: In accordance with Rule 461 under the Securities Act of 1933, as amended, Cyt |
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| June 21, 2023 |
Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) CytoDyn Inc. (Exact Name of Registrant as Specified in Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Share Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Fees to Be Paid Equity Common Stock, $0.001 p |
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| June 21, 2023 |
As filed with the Securities and Exchange Commission on June 21, 2023 Table of Contents As filed with the Securities and Exchange Commission on June 21, 2023 Registration No. |
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| May 24, 2023 |
EX-99.1 2 cydy-20230518xex99d1.htm EX-99.1 Exhibit 99.1 CytoDyn Announces President Takes Medical Leave of Absence Antonio Migliarese assumes interim President role Dr. Melissa Palmer appointed interim Chief Medical Officer Dr. Salah Kivlighn joins CytoDyn as clinical and strategic advisor VANCOUVER, Washington, May 24, 2023 – CytoDyn Inc. (OTCQB: CYDY) ("CytoDyn" or the "Company"), a biotechnolog |
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| May 24, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 18, 2023 CytoDyn Inc. |
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| April 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended February 28, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1933 For the transition period from to Commission File Number: 000-49908 CYTODYN INC. |
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| March 8, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 8, 2023 (March 2, 2023) CytoDyn Inc. |
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| March 2, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 2, 2023 (February 24, 2023) CytoDyn Inc. |
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| February 3, 2023 |
As filed with the Securities and Exchange Commission on February 3, 2023 As filed with the Securities and Exchange Commission on February 3, 2023 Registration No. |
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| February 3, 2023 |
As filed with the Securities and Exchange Commission on February 3, 2023 As filed with the Securities and Exchange Commission on February 3, 2023 Registration No. |
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| February 3, 2023 |
As filed with the Securities and Exchange Commission on February 3, 2023 As filed with the Securities and Exchange Commission on February 3, 2023 Registration No. |
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| February 3, 2023 |
As filed with the Securities and Exchange Commission on February 3, 2023 As filed with the Securities and Exchange Commission on February 3, 2023 Registration No. |
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| February 3, 2023 |
As filed with the Securities and Exchange Commission on February 3, 2023 As filed with the Securities and Exchange Commission on February 3, 2023 Registration No. |
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| February 3, 2023 |
As filed with the Securities and Exchange Commission on February 3, 2023 As filed with the Securities and Exchange Commission on February 3, 2023 Registration No. |
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| February 3, 2023 |
As filed with the Securities and Exchange Commission on February 3, 2023 As filed with the Securities and Exchange Commission on February 3, 2023 Registration No. |
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| February 3, 2023 |
As filed with the Securities and Exchange Commission on February 3, 2023 As filed with the Securities and Exchange Commission on February 3, 2023 Registration No. |
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| February 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 1, 2023 (January 26, 2023) CytoDyn Inc. |
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| January 9, 2023 |
Form Stock Option Award Agreement (For Non-Employee Directors) Exhibit 10.2 CYTODYN INC. 2012 EQUITY INCENTIVE PLAN STOCK OPTION AWARD AGREEMENT (FOR NON-EMPLOYEE DIRECTORS) This STOCK OPTION AWARD AGREEMENT (this "Option Agreement") is made effective as of [DATE], by and between CytoDyn Inc., a Delaware corporation (the "Corporation"), and [NAME] (the "Participant"). 1.Grant of Option. The Corporation hereby grants to the Participant an option (the "Option") |
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| January 9, 2023 |
Form Stock Option Award Agreement (For Executives) Exhibit 10.3 CYTODYN INC. 2012 EQUITY INCENTIVE PLAN STOCK OPTION AWARD AGREEMENT (FOR EXECUTIVES) This STOCK OPTION AWARD AGREEMENT (this "Option Agreement") is made effective as of [DATE] by and between CytoDyn Inc., a Delaware corporation (the "Corporation"), and [NAME] (the "Participant"). 1.Grant of Option. The Corporation hereby grants to the Participant an option (the "Option") to purchase |
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| January 9, 2023 |
CytoDyn Inc. Amended and Restated 2012 Equity Incentive Plan (the “2012 Plan”) Exhibit 10.4 CYTODYN INC. AMENDED AND RESTATED 2012 EQUITY INCENTIVE PLAN Page TABLE OF CONTENTS ARTICLE 1 ESTABLISHMENT AND PURPOSE 1 1.1 Establishment 1 1.2 Purpose 1 ARTICLE 2 DEFINITIONS 1 2.1 Defined Terms 1 2.2 Gender and Number 4 ARTICLE 3 ADMINISTRATION 5 3.1 Administration by Board 5 3.2 Delegation to Committee 5 3.3 Authority of the Committee 5 3.4 Action by the Committee 5 3.5 Further D |
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| January 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 30, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1933 For the transition period from to Commission File Number: 000-49908 CYTODYN INC. |
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| December 19, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 19, 2022 CytoDyn Inc. |
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| December 9, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 9, 2022 CytoDyn Inc. |
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| December 7, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statem |
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| December 7, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 6, 2022 (November 30, 2022) CytoDyn Inc. |
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| December 7, 2022 |
Second Amendment to the Surety Backstop Agreement Exhibit 10.1 SECOND AMENDMENT TO SURETY BOND BACKSTOP AGREEMENT This SECOND AMENDMENT TO SURETY BOND BACKSTOP AGREEMENT (this “Amendment”) is entered into as of December 1, 2022 (the “Effective Date”), to the Surety Bond Backstop Agreement effective February 14, 2022, and as previously amended on July 18, 2022 (the “Agreement”), and is by and among CytoDyn Inc., a Delaware corporation (“CytoDyn”), |
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| December 7, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| December 7, 2022 |
Exhibit 10.1 SECOND AMENDMENT TO SURETY BOND BACKSTOP AGREEMENT This SECOND AMENDMENT TO SURETY BOND BACKSTOP AGREEMENT (this “Amendment”) is entered into as of December 1, 2022 (the “Effective Date”), to the Surety Bond Backstop Agreement effective February 14, 2022, and as previously amended on July 18, 2022 (the “Agreement”), and is by and among CytoDyn Inc., a Delaware corporation (“CytoDyn”), |
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| December 7, 2022 |
CytoDyn – R&D Investor 1 Update December 7, 2022 Exhibit 99.1 CytoDyn – R&D Investor 1 Update December 7, 2022 Forward Looking Statements 2 This presentation contains certain forward-looking statements that involve risks, uncertainties and assumptions that are difficult to predict. Words and expressions reflecting optimism, satisfaction or disappointment with current prospects, as well as words such as "believes," "hopes," "intends," "estimates, |
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| December 7, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 07, 2022 (December 07, 2022) CytoDyn Inc. |
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| November 25, 2022 |
? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 25, 2022 (November 21, 2022) CytoDyn Inc. |
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| November 25, 2022 |
? ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ?Filed by a Party other than the Registrant ? ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Prox |
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| October 28, 2022 |
Exhibit 99.1 CytoDyn Announces Voluntary Withdrawal of BLA for HIV-MDR Due to CRO Data Management Issues Company to complete and submit responses to FDA clinical hold Continues to study leronlimab in other HIV-related, NASH, and oncology indications Webcast to be held Monday, October 31, 2022, at 5:30 AM PT / 8:30 AM ET VANCOUVER, Washington, October 28, 2022 – CytoDyn Inc. (OTCQB: CYDY) ("CytoDyn |
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| October 28, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 28, 2022 CytoDyn Inc. |
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| October 26, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| October 19, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 19, 2022 (October 13, 2022) CytoDyn Inc. |
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| October 13, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q/A (Amendment No. 1) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q/A (Amendment No. |
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| October 11, 2022 |
Amended and Restated Certificate of Incorporation, as amended August 31, 2022. Exhibit 3.1 ? ? State of Delaware Secretary of State Division of Corporations Delivered 10:57 AM 11/16/2018 FILED 10:58 AM 11/16/2018 SR 20187682058 - File Number 7032132 ? AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF POINT NEWCO INC. The undersigned, Nader Z. Pourhassan, Ph.D., hereby certifies that: (1) He is the President and Chief Executive Officer of the corporation referred to herein |
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| October 11, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended August 31, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1933 For the transition period from to Commission File Number: 000-49908 CYTODYN INC. |
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| September 28, 2022 |
Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| September 28, 2022 |
CORRESP 1 filename1.htm CYTODYN INC. September 28, 2022 VIA EDGAR Office of Life Sciences Division of Corporation Finance United States Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Attention: Tyler Howes Re: CytoDyn Inc. Registration Statement on Form S-3 File No. 333-267426 Request for Acceleration Ladies and Gentlemen: In accordance with Rule 461 under the Securities |
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| September 26, 2022 |
CytoDyn Inc. 1111 Main Street, Suite 660 Vancouver, Washington 98660 T 360.980.8524 F 360.980.8549 CytoDyn Inc. 1111 Main Street, Suite 660 Vancouver, Washington 98660 T 360.980.8524 F 360.980.8549 September 26, 2022 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, DC 20549 ? Re: CytoDyn Inc. ? ? ? ? ? Request to Withdraw Registration Statement on Form S-3 ? ? ? ? ? File No. 333-253843 Ladies and Gentlemen: Pursuant to Rule 477 und |
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| September 14, 2022 |
Exhibit 107 ? Calculation of Filing Fee Tables ? Form S-3 (Form Type) ? CytoDyn Inc. |
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| September 14, 2022 |
As filed with the Securities and Exchange Commission on September 14, 2022 Table of Contents As filed with the Securities and Exchange Commission on September 14, 2022 Registration No. |
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| September 2, 2022 |
208,720,547 Shares of Common Stock Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-267030 ? 208,720,547 Shares of Common Stock This prospectus relates to the offer and sale by the selling stockholders identified in this prospectus of up to 109,719,596 shares of our common stock, par value $0.001 per share, and 99,000,951 shares of our common stock, par value $0.001, underlying certain warrants (collectively, |
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| August 31, 2022 |
Certificate of Amendment to the Certificate of Incorporation of CytoDyn Inc. dated August 31, 2022 ? Exhibit 3.1 ? ? CERTIFICATE OF AMENDMENT OF CERTIFICATE OF INCORPORATION OF CYTODYN INC. Pursuant to Section 242 of the General Corporation Law of the State of Delaware, CytoDyn Inc., a corporation organized and existing under the laws of the State of Delaware (the ?Corporation?), does hereby certify as follows: 1. The name of the Corporation is CytoDyn Inc. The Corporation was originally incorp |
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| August 31, 2022 |
? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 31, 2022 CytoDyn Inc. |
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| August 30, 2022 |
? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 24, 2022 CytoDyn Inc. |
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| August 30, 2022 |
CYTODYN INC. August 30, 2022 VIA EDGAR Office of Life Sciences Division of Corporation Finance United States Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Attention: Alan Campbell Re: CytoDyn Inc. Registration Statement on Form S-3 File No. 333-267030 Request for Acceleration Ladies and Gentlemen: In accordance with Rule 461 under the Securities Act of 1933, as amended, |
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| August 23, 2022 |
As filed with the Securities and Exchange Commission on August 23, 2022 Table of Contents As filed with the Securities and Exchange Commission on August 23, 2022 Registration No. |
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| August 23, 2022 |
Exhibit 107 ? Calculation of Filing Fee Tables ? Form S-3 (Form Type) ? CytoDyn Inc. |
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| August 15, 2022 |
Warrant Issued to Richard G. Pestell Exhibit 4.22 ? Warrant Number A-1600 ? THE WARRANT REPRESENTED BY THIS CERTIFICATE AND THE SECURITIES ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT") OR THE SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION. THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE HEREOF MAY NOT BE OFFERED, SOLD, PLEDGED, ASSIGNED OR OTHERWI |
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| August 15, 2022 |
Employment Agreement between CytoDyn Inc. and Cyrus Arman, effective July 9, 2022 ? Exhibit 10.25 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this ?Agreement?), dated as of July 9, 2022 (the ?Effective Date?), is by and between CYTODYN INC., a Delaware corporation (the ?Company?) and CYRUS ARMAN (the ?Executive?). WITNESSETH: WHEREAS, the Company desires to employ the Executive as its President for an initial six (6) month term, with the opportunity to extend for a longer t |
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| August 15, 2022 |
Subsidiaries of the Registrant Exhibit 21 SUBSIDIARIES Name Jurisdiction of Incorporation or Organization CytoDyn Operations Inc. ? Delaware ? ? ? Advanced Genetic Technologies, Inc. ? Florida ? ? ? ? ? ? ? |
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| August 15, 2022 |
Exhibit 4.1 DESCRIPTION OF THE REGISTRANT?S CAPITAL STOCK General CytoDyn, Inc. (the ?Company? or ?we?) is authorized to issue up to 1,005,000 shares of capital stock, including 1,000,000 shares of common stock, par value $0.001 per share, and 5,000,000 shares of preferred stock, par value $0.001 per share. As of July 31, 2022, we had 810,720,424 shares of common stock, 19,000 shares of Series B P |
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| August 15, 2022 |
Table of Contents ? ? ;da k ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| August 15, 2022 |
Exclusive Supply and Distribution Agreement between CytoDyn Inc. and Biomm S.A., dated April 6, 2021 Exhibit 10.7 ?? ? CERTAIN IDENTIFIED INFORMATION MARKED BY [*] HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED ? ? ? ? Exclusive Supply and Distribution Agreement ? ? Entered into by and between ? ? ? ? Biomm S.A. ? ? ? ? ? ? And ? ? ? ? ? CytoDyn Inc. ? ? ? ? ? April 6, 2021 ? 1 ? ? ? ? ? |
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| August 15, 2022 |
Settlement Agreement dated May 19, 2022, between CytoDyn Inc. and Richard G. Pestell, M.D., Ph.D. ? Exhibit 10.28 Execution Copy IN THE UNITED STATES DISTRICT COURT FOR THE DISTRICT OF DELAWARE ? ? ? ? RICHARD G. PESTELL, M.D., PH.D., ? ? ? ? Plaintiff/Counterclaim ? ? Defendant, v. ? ? ? Civil Action No. 1:19-cv-01563- CYTODYN INC., et al., RTD ? ? ? Defendants/Counterclaims ? ? Plaintiffs. ? ? SETTLEMENT AGREEMENT This Settlement Agreement (?Agreement?) is entered into this 19th day of May 2 |
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| August 15, 2022 |
Exhibit 10.10 ? CERTAIN IDENTIFIED INFORMATION MARKED BY [*] HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED ? EXCLUSIVE SUPPLY AND DISTRIBUTION AGREEMENT KNOW ALL PERSONS BY THESE PRESENTS: This Exclusive Supply and Distribution Agreement (?Agreement?), made and entered into this 11th day |
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| August 15, 2022 |
Exhibit 10.9 ? CERTAIN IDENTIFIED INFORMATION MARKED BY [*] HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED Amendment No.1 to Exclusive Supply and Distribution Agreement ? This amendment (this ?Amendment?), dated as of April 19, 2021, is entered by and between CytoDyn Inc., a Delaware corpo |
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| August 15, 2022 |
Exhibit 10.8 CERTAIN IDENTIFIED INFORMATION MARKED BY [*] HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED ? EXCLUSIVE SUPPLY AND DISTRIBUTION AGREEMENT KNOW ALL PERSONS BY THESE PRESENTS: This Exclusive Supply and Distribution Agreement (?Agreement?), made and entered into this 15th day of |
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| August 5, 2022 |
? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 4, 2022 CytoDyn Inc. |
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| August 1, 2022 |
? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ? FORM 12b-25 ? NOTIFICATION OF LATE FILING ? (Check one): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form 10-D ? Form N-CEN ? Form N-CSR ? ? ? For Period Ended: May 31, 2022 ? ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report on Form 10-Q For the Tr |
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| July 25, 2022 |
? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K/A (Amendment No. |
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| July 25, 2022 |
Amendment to Surety Bond Backstop Agreement ? Exhibit 10.1 ? AMENDMENT TO SURETY BOND BACKSTOP AGREEMENT ? This AMENDMENT TO SURETY BOND BACKSTOP AGREEMENT (this ?Amendment?) is entered into as of July 18 , 2022 (the ?Effective Date?), to the Surety Bond Backstop Agreement effective February 14, 2022 (the ?Agreement?), entered into by and among CytoDyn Inc., a Delaware corporation (?CytoDyn?), David Fairbank Welch, both individually and in |
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| July 25, 2022 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 22, 2022 (July 18, 2022) CytoDyn Inc. |
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| July 22, 2022 |
? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ?Filed by a Party other than the Registrant ? ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy |
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| July 8, 2022 |
? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ?Filed by a Party other than the Registrant ? ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy |
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| June 30, 2022 |
? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 30, 2022 (June 24, 2022) CytoDyn Inc. |
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| May 31, 2022 |
Unregistered Sales of Equity Securities ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 31, 2022 (May 24, 2022) CytoDyn Inc. |
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| May 23, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 23, 2022 (May 17, 2022) CytoDyn Inc. |
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| May 12, 2022 |
Unregistered Sales of Equity Securities UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 12, 2022 (May 6, 2022) CytoDyn Inc. |
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| May 5, 2022 |
Unregistered Sales of Equity Securities UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 5, 2022 (April 29, 2022) CytoDyn Inc. |
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| April 25, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 25, 2022 (April 19, 2022) CytoDyn Inc. |
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| April 19, 2022 |
Letter, dated April 19, 2022, from Warren Averett, LLC to the Securities and Exchange Commission. Exhibit 16.1 April 19, 2022 Office of the Chief Accountant Securities and Exchange Commission 100 F Street, N.E., Mail Stop 6628 Washington, D.C. 20549-6628 Re: CytoDyn Inc. Commission File Number 000-49908 To Office of Chief Accountant: We have received a copy of, and are in agreement with, the statements being made by CytoDyn Inc. in Item 4.01 of its Form 8-K dated April 19, 2022, captioned ?Cha |
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| April 19, 2022 |
Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 19, 2022 (April 13, 2022) CytoDyn Inc. |
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| April 11, 2022 |
Amended and Restated Certificate of Incorporation, as amended through April 7, 2022 Exhibit 3.1 ? ? State of Delaware Secretary of State Division of Corporations Delivered 10:57 AM 11/16/2018 FILED 10:58 AM 11/16/2018 SR 20187682058 - File Number 7032132 ? AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF POINT NEWCO INC. The undersigned, Nader Z. Pourhassan, Ph.D., hereby certifies that: (1) He is the President and Chief Executive Officer of the corporation referred to herein |
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| April 11, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ? ? QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended February 28, 2022 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1933 For the transition period from to Commission File Number: 000-49908 CYTODYN INC. |
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| April 11, 2022 |
? Exhibit 10.1 ? SURETY BOND BACKSTOP AGREEMENT ? This SURETY BOND BACKSTOP AGREEMENT (this ?Agreement?) is entered into as of February 14, 2021 (the ?Effective Date?) by and among CytoDyn Inc., a Delaware corporation (?CytoDyn?), David Fairbank Welch, both individually and in his capacity as trustee of the David F. and Heidi A. Welch Revocable Trust, Heidi A. Welch, both individually and in her c |
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| April 11, 2022 |
Exhibit 10.2 ? SEPARATION AGREEMENT AND RELEASE OF CLAIMS ? This Separation Agreement and Release of Claims (the ?Agreement?) is made and entered into by and between Nader Pourhassan (?Employee?) and CytoDyn Inc. (?Employer?), effective as of the date set forth in Section 15. It is intended to clearly set forth the terms and conditions of Employee?s separation from employment with Employer, and to |
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| March 31, 2022 |
Unregistered Sales of Equity Securities UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 31, 2022 (March 25, 2022) CytoDyn Inc. |
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| March 30, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 30, 2022 (March 27, 2022) CytoDyn Inc. |
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| March 30, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 30, 2022 CytoDyn Inc. |
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| March 24, 2022 |
Unregistered Sales of Equity Securities UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 24, 2022 (February 18, 2022) CytoDyn Inc. |
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| February 17, 2022 |
Exhibit 10.1 SURETY BOND BACKSTOP AGREEMENT This SURETY BOND BACKSTOP AGREEMENT (this ?Agreement?) is entered into as of February 14, 2022 (the ?Effective Date?) by and among CytoDyn Inc., a Delaware corporation (?CytoDyn?), David Fairbank Welch, both individually and in his capacity as trustee of the David F. and Heidi A. Welch Revocable Trust, Heidi A. Welch, both individually and in her capacit |
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| February 17, 2022 |
Initial Warrant Issued under Surety Bond Backstop Agreement EXHIBIT 4.1 Warrant Number THE WARRANT REPRESENTED BY THIS CERTIFICATE AND THE SECURITIES ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?) OR THE SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION. THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE HEREOF MAY NOT BE OFFERED, SOLD, PLEDGED, ASSIGNED OR OTHERWISE TRANSFERR |
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| February 17, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 17, 2022 (February 14, 2022) CytoDyn Inc. |
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| February 17, 2022 |
Make-Whole Warrant Issued under Surety Bond Backstop Agreement EXHIBIT 4.2 Warrant Number THE WARRANT REPRESENTED BY THIS CERTIFICATE AND THE SECURITIES ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?) OR THE SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION. THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE HEREOF MAY NOT BE OFFERED, SOLD, PLEDGED, ASSIGNED OR OTHERWISE TRANSFERR |
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| January 27, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 27, 2022 (January 24, 2021) CytoDyn Inc. |
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| January 25, 2022 |
Unregistered Sales of Equity Securities UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 25, 2022 (January 13, 2022) CytoDyn Inc. |
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| January 10, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ? ? QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 30, 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1933 For the transition period from to Commission File Number: 000-49908 CYTODYN INC. |
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| January 10, 2022 |
Amended and Restated Certificate of Incorporation, as amended November 24, 2021. Exhibit 3.1 ? ? State of Delaware Secretary of State Division of Corporations Delivered 10:57 AM 11/16/2018 FILED 10:58 AM 11/16/2018 SR 20187682058 - File Number 7032132 ? AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF POINT NEWCO INC. The undersigned, Nader Z. Pourhassan, Ph.D., hereby certifies that: (1) He is the President and Chief Executive Officer of the corporation referred to herein |
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| January 5, 2022 |
Unregistered Sales of Equity Securities UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 5, 2022 (December 29, 2021) CytoDyn Inc. |
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| December 21, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act Date of Report (Date of earliest event reported): December 21, 2021 (December 15, 2021) CytoDyn Inc. |
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| November 24, 2021 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act Date of Report (Date of earliest event reported): November 24, 2021 CytoDyn Inc. |
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| November 24, 2021 |
Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) November 24, 2021 CytoDyn Inc. (Exact name of registrant as specified in its charter) Delaware 000-49908 83-1887078 (State or other jurisdiction of incorporation) (Commission File Numb |
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| November 24, 2021 |
November 24, 2021 Annual Meeting of Stockholders CytoDyn?s PRESENTATION The pursuit of precision medicine Humanized Monoclonal Antibody Exhibit 99. |
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| November 24, 2021 |
Exhibit 3.1 CERTIFICATE OF AMENDMENT OF CERTIFICATE OF INCORPORATION OF CYTODYN INC. Pursuant to Section 242 of the General Corporation Law of the State of Delaware, CytoDyn Inc., a corporation organized and existing under the laws of the State of Delaware (the ?Corporation?), does hereby certify as follows: 1. The name of the Corporation is CytoDyn Inc. The Corporation was originally incorporated |
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| November 23, 2021 |
Unregistered Sales of Equity Securities, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 23, 2021 (November 9, 2021) CytoDyn Inc. |
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| November 23, 2021 |
Form of Subscription Agreement Exhibit 10.1 SUBSCRIPTION AGREEMENT CytoDyn Inc. 1111 Main Street, Suite 660 Vancouver, Washington 98660 Ladies and Gentlemen: 1. Subscription. The undersigned (the ?Purchaser?), intending to be legally bound, hereby irrevocably agrees to purchase from CytoDyn Inc., a Delaware corporation (the ?Company?) the number of shares of common stock, $0.001 par value, of the Company (the ?Common Stock?) se |
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| November 17, 2021 |
Exhibit 99.1 CytoDyn Reminds Stockholders to Register 24 hours before November 24th Annual Meeting Management Team Will Present on Company?s Strategy Going Forward VANCOUVER, Washington ? November 16, 2021 ? CytoDyn Inc. (OTCQB: CYDY) (?CytoDyn? or the ?Company?), a late-stage biotechnology company developing leronlimab, a CCR5 antagonist with the potential for multiple therapeutic indications, to |
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| November 17, 2021 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act Date of Report (Date of earliest event reported): November 16, 2021 CytoDyn Inc. |
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| November 17, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy State |
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| November 9, 2021 |
Unregistered Sales of Equity Securities UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 9, 2021 (November 3, 2021) CytoDyn Inc. |
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| November 5, 2021 |
DFAN14A 1 tm2126028d21dfan14a.htm DFAN14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ¨ Filed by a Party other than the Registrant x Check the appropriate bo |
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| October 28, 2021 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act Date of Report (Date of earliest event reported): October 28, 2021 CytoDyn Inc. |
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| October 28, 2021 |
Exhibit 99.1 CytoDyn Inc. Announces Adjournment of Annual Meeting of Shareholders to November 24, 2021 Due to Lack of Quorum Activist Group Failed to Submit its Proxies Without Activist Group?s Proxies, Annual Meeting Lacked Quorum VANCOUVER, Wash.?(BUSINESS WIRE)? CytoDyn Inc. (OTCQB: CYDY) (the ?Company?), a late-stage biotechnology company developing leronlimab, a CCR5 antagonist with the poten |
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| October 28, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy State |
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| October 27, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy State |
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| October 26, 2021 |
DFAN14A 1 tm2126028d20dfan14a.htm DFAN14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ¨ Filed by a Party other than the Registrant ☒ Check the appropriate bo |
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| October 21, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act Date of Report (Date of earliest event reported): October 21, 2021 CytoDyn Inc. |
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| October 21, 2021 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act Date of Report (Date of earliest event reported): October 21, 2021 CytoDyn Inc. |
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| October 21, 2021 |
CytoDyn to Hold Webcast and Live Q/A on October 26 Exhibit 99.1 CytoDyn to Hold Webcast and Live Q/A on October 26 VANCOUVER, Washington, October 21, 2021 (GLOBE NEWSWIRE) ? CytoDyn Inc. (OTCQB: CYDY) (?CytoDyn? or the ?Company?), a late-stage biotechnology company developing leronlimab, a CCR5 antagonist with the potential for multiple therapeutic indications, announced today Nader Pourhassan, Ph.D., President and Chief Executive Officer, Scott K |
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| October 20, 2021 |
Exhibit 99.1 CytoDyn Announces Delaware Court Has Denied Activist Group?s Motion to Prevent Annual Meeting from Taking Place 2021 Annual Meeting Will be Held as Scheduled on October 28, 2021 CytoDyn Urges Shareholders to Vote on Company?s BLUE Proxy Card to Ensure their Vote Counts All Proxies and Votes in Favor of the Activist Group?s Nominees Will be Disregarded VANCOUVER, Washington ? October 2 |
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| October 20, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act Date of Report (Date of earliest event reported): October 20, 2021 CytoDyn Inc. |
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| October 20, 2021 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act Date of Report (Date of earliest event reported): October 20, 2021 CytoDyn Inc. |
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| October 19, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant x Check the appropriate box: ? Preliminary Proxy Statement ? Confide |
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| October 18, 2021 |
Exhibit 99.1 CytoDyn Alerts Shareholders to Vote on Company?s Proxy Card Ahead of October 28th Annual Meeting Urges Shareholders to Ensure that Their Vote Counts Proxies and Votes in Favor of the Activist Group?s Nominees Will be Disregarded Shareholders Will Receive Company Proxy Material this Week VANCOUVER, Washington ? October 18, 2021 ? CytoDyn Inc. (OTCQB: CYDY) (?CytoDyn? or the ?Company?), |
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| October 18, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act Date of Report (Date of earliest event reported): October 18, 2021 CytoDyn Inc. |
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| October 18, 2021 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act Date of Report (Date of earliest event reported): October 18, 2021 CytoDyn Inc. |
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| October 14, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant x Check the appropriate box: ? Preliminary Proxy Statement ? Confide |
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| October 14, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| October 14, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act Date of Report (Date of earliest event reported): October 14, 2021 CytoDyn Inc. |
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| October 14, 2021 |
our Proxy Statement on Schedule 14A filed with the SEC on October 14, 2021 Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e |
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| October 14, 2021 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act Date of Report (Date of earliest event reported): October 14, 2021 CytoDyn Inc. |
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| October 14, 2021 |
Exhibit 99.1 Delaware Court Agrees with CytoDyn that Activist Group?s Nominations are Invalid Affirms that Nomination Notice Failed to Comply with Company?s By-laws Proxies and Votes in Favor of the Activist Group?s Nominees Will be Disregarded Company Will Immediately File Its Definitive Proxy Statement VANCOUVER, Washington ? October 14, 2021 ? CytoDyn Inc. (OTCQB: CYDY) (?CytoDyn? or the ?Compa |
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| October 12, 2021 |
Employment Agreement between CytoDyn Inc. and Antonio Migliarese, effective May 18, 2021 ? Exhibit 10.3 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this ?Agreement?) is effective May 18, 2021 (the ?Effective Date?), by and between CYTODYN INC., a Delaware corporation (the ?Company?) and ANTONIO MIGLIARESE (the ?Executive?). W I T N E S S E T H: WHEREAS, Executive began his employment with the Company in various financial capacities on January 16, 2020. WHEREAS, on the Effective Da |
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| October 12, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ? ? QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended August 31, 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1933 For the transition period from to Commission File Number: 000-49908 CYTODYN INC. |
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| October 7, 2021 |
Table of Contents PRELIMINARY COPY ? SUBJECT TO COMPLETION ? DATED OCTOBER 6, 2021 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| October 6, 2021 |
CORRESP 1 filename1.htm SIDLEY AUSTIN LLP 787 SEVENTH AVENUE 1501 K STREET, N.W. WASHINGTON, D.C. 20005 PHONE:+1 202 736 8000 FAX:+1 202 736 8711 AMERICA • ASIA PACIFIC • EUROPE +1 202 736 8715 [email protected] October 6, 2021 Via EDGAR Daniel F. Duchovny Special Counsel Division of Corporation Finance Office of Mergers and Acquisitions United States Securities and Exchange Commission 100 F |
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| October 6, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 30, 2021 CytoDyn Inc. |
