0000899243-18-029257.txt : 20181119
0000899243-18-029257.hdr.sgml : 20181119
20181119080146
ACCESSION NUMBER: 0000899243-18-029257
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20181116
FILED AS OF DATE: 20181119
DATE AS OF CHANGE: 20181119
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Gould Gregory A
CENTRAL INDEX KEY: 0001252905
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-49908
FILM NUMBER: 181191255
MAIL ADDRESS:
STREET 1: 1111 MAIN STREET, SUITE 660
CITY: VANCOUVER
STATE: WA
ZIP: 98660
FORMER NAME:
FORMER CONFORMED NAME: GOULD GREGORY A
DATE OF NAME CHANGE: 20030708
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: CytoDyn Inc.
CENTRAL INDEX KEY: 0001175680
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
IRS NUMBER: 753056237
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0531
BUSINESS ADDRESS:
STREET 1: 1111 MAIN STREET, SUITE 660
CITY: VANCOUVER
STATE: WA
ZIP: 98660
BUSINESS PHONE: 360-980-8524
MAIL ADDRESS:
STREET 1: 1111 MAIN STREET, SUITE 660
CITY: VANCOUVER
STATE: WA
ZIP: 98660
FORMER COMPANY:
FORMER CONFORMED NAME: CYTODYN INC
DATE OF NAME CHANGE: 20031114
FORMER COMPANY:
FORMER CONFORMED NAME: REXRAY CORP
DATE OF NAME CHANGE: 20020617
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2018-11-16
0
0001175680
CytoDyn Inc.
CYDY
0001252905
Gould Gregory A
1111 MAIN STREET, SUITE 660
VANCOUVER
WA
98660
1
0
0
0
Common Stock
2018-11-16
4
A
0
19176
A
19176
D
Stock Options (right to buy)
0.66
2018-11-16
4
A
0
50000
A
2015-06-01
2019-06-01
Common Stock
50000
50000
D
Stock Options (right to buy)
2.00
2018-11-16
4
A
0
50000
A
2012-08-08
2021-08-08
Common Stock
50000
50000
D
Stock Options (right to buy)
1.55
2018-11-16
4
A
0
25000
A
2013-06-01
2022-06-01
Common Stock
25000
25000
D
Stock Options (right to buy)
0.975
2018-11-16
4
A
0
50000
A
2016-09-01
2025-06-01
Common Stock
50000
50000
D
Stock Options (right to buy)
1.09
2018-11-16
4
A
0
50000
A
2017-06-01
2026-06-01
Common Stock
50000
50000
D
Stock Options (right to buy)
0.68
2018-11-16
4
A
0
100000
A
2017-11-17
2026-11-17
Common Stock
100000
100000
D
Stock Options (right to buy)
0.57
2018-11-16
4
A
0
75000
A
2018-09-01
2027-06-01
Common Stock
75000
75000
D
Stock Options (right to buy)
0.56
2018-11-16
4
A
0
160662
A
2018-02-07
2028-02-07
Common Stock
160662
160662
D
Stock Options (right to buy)
0.80
2018-11-16
4
A
0
50000
A
2018-02-15
2023-02-15
Common Stock
50000
50000
D
Stock Options (right to buy)
0.49
2018-11-16
4
A
0
100000
A
2028-06-08
Common Stock
100000
100000
D
On November 16, 2018, CytoDyn Inc. completed a holding company reorganization in which CytoDyn Inc. ("Old CytoDyn") merged with and into a wholly-owned subsidiary of Point NewCo Inc. (which has been renamed CytoDyn Inc.) ("New CytoDyn") with Old CytoDyn continuing as the surviving corporation and as a wholly-owned subsidiary of New CytoDyn (the "Holding Company Reorganization"). In the Holding Company Reorganization, each outstanding share of Old CytoDyn capital stock (including common stock and Series B preferred stock) was disposed of in exchange for an equivalent share of New CytoDyn capital stock, and each Old CytoDyn warrant, convertible promissory note and stock option was converted into an equivalent right to purchase New CytoDyn common stock.
In connection with the transactions consummated on November 16, 2018, immediately after the effective time of the Holding Company Reorganization, New CytoDyn issued to ProstaGene, LLC 27,000,000 newly issued shares of New CytoDyn common stock (representing approximately 6.5% of the total number of outstanding shares of New CytoDyn common stock, after giving effect to such issuance).
The options (including predecessor options) vest in four equal quarterly installments commencing on September 1, 2018.
/s/ Michael D. Mulholland, as attorney-in-fact
2018-11-16