Form 4: CytoDyn Inc. (CYDY), Ray Nitya G., transaction 08/06/2021

Summary

A Form 4 filed with the Securities and Exchange Commission for Ray Nitya G., as printed, Chief Technology Officer of CytoDyn Inc. (CYDY), covering 08/06/2021. The reporting person received 34,801 shares of common stock in lieu of 50% of a cash incentive bonus for the fiscal year ended May 31, 2021, and 52,500 shares in satisfaction of a performance share award based on specified performance goals for that year, bringing direct ownership to 287,301 shares. A non-qualified stock option for 500,000 shares at $1.32, expiring 08/06/2031, was also granted, vesting in three equal annual installments beginning on August 6, 2022. The form is signed /s/ Antonio Migliarese as Attorney-in-fact and dated 08/10/2021.

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Full text

SEC Form 4

FORM 4 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 | OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5 | OMB APPROVAL | OMB Number: 3235-0287 Estimated average burden hours per response: 0.5 | OMB Number: | 3235-0287 | Estimated average burden | hours per response: | 0.5
X | X | Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person * Ray Nitya G. (Last) (First) (Middle) 1111 MAIN STREET, SUITE 660 (Street) VANCOUVER WA 98660 (City) (State) (Zip) | Ray Nitya G. | (Last) | (First) | (Middle) | 1111 MAIN STREET, SUITE 660 | VANCOUVER | WA | 98660 | (City) | (State) | (Zip) | 2. Issuer Name and Ticker or Trading Symbol CytoDyn Inc. [ CYDY ] | 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) Chief Technology Officer | Director | 10% Owner | X | Officer (give title below) | Other (specify below) | Chief Technology Officer
3. Date of Earliest Transaction
 (Month/Day/Year) 08/06/2021
4. If Amendment, Date of Original Filed
 (Month/Day/Year) | 6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person | X | Form filed by One Reporting Person | Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr.
 3) | 2. Transaction Date
 (Month/Day/Year) | 2A. Deemed Execution Date, if any
 (Month/Day/Year) | 3. Transaction Code (Instr.
 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr.
 3, 4 and 5) | 5.
 Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr.
 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr.
 4) | 7. Nature of Indirect Beneficial Ownership (Instr.
 4)
Code | V | Amount | (A) or (D) | Price
Common stock | 08/06/2021 | A | 34,801 (1) | A | $ 0.00 (1) | 234,801 | D
Common stock | 08/06/2021 | A | 52,500 (2) | A | $ 0.00 (2) | 287,301 | D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr.
 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date
 (Month/Day/Year) | 3A. Deemed Execution Date, if any
 (Month/Day/Year) | 4. Transaction Code (Instr.
 8) | 5.
 Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr.
 3, 4 and 5) | 6. Date Exercisable and Expiration Date
 (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr.
 3 and 4) | 8. Price of Derivative Security (Instr.
 5) | 9.
 Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr.
 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr.
 4) | 11. Nature of Indirect Beneficial Ownership (Instr.
 4)
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares
Non-qualified stock option (right to buy) | $ 1.32 | 08/06/2021 | A | 500,000 | (3) | 08/06/2031 | Common stock | 500,000 | $ 0.00 | 500,000 | D
Explanation of Responses:
1. Represents shares received in lieu of 50% of a cash incentive bonus paid for services performed during the fiscal year ended May 31, 2021, which may be paid (a) 100% in cash or (b) 50% in stock and 50% in cash, as determined by the issuer's compensation committee of the board of directors.
2. Represents shares received in satisfaction of performance share award based on the achievement of specified performance goals for the fiscal year ended May 31, 2021, as determined by the issuer's compensation committee of the board of directors.
3. The option vests in three equal annual installments beginning on August 6, 2022.
Remarks:
/s/ Antonio Migliarese Attorney-in-fact | 08/10/2021
** Signature of Reporting Person | Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction
 4

 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

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Original

www.sec.gov