0000899243-18-029260.txt : 20181119 0000899243-18-029260.hdr.sgml : 20181119 20181119080311 ACCESSION NUMBER: 0000899243-18-029260 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: Naydenov Jordan G CENTRAL INDEX KEY: 0001469618 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-49908 FILM NUMBER: 181191260 MAIL ADDRESS: STREET 1: 1111 MAIN STREET, SUITE 660 CITY: VANCOUVER STATE: WA ZIP: 98660 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 0001469618 Naydenov Jordan G 1111 MAIN STREET, SUITE 660 VANCOUVER WA 98660 1 0 0 0 Common Stock 2018-11-16 4 A 0 5304490 A 5304490 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) 0.57 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 96397 A 2018-02-07 2028-02-07 Common Stock 96397 96397 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 Warrants (right to buy) 0.75 2018-11-16 4 A 0 133334 A 2018-01-31 2023-01-31 Common Stock 133334 133334 D Warrants (right to buy) 0.75 2018-11-16 4 A 0 66666 A 2018-01-31 2022-07-26 Common Stock 66666 66666 D Warrants (right to buy) 1.35 2018-11-16 4 A 0 250000 A 2016-05-10 2021-05-10 Common Stock 250000 250000 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