CytoDyn Inc. Form 8-K (Sept. 30, 2020)

Summary

A Form 8-K current report of CytoDyn Inc. dated September 30, 2020 and signed by Michael D. Mulholland, Chief Financial Officer. Item 7.01 (Regulation FD Disclosure) states that Nader Pourhassan, Ph.D., President and Chief Executive Officer, intends to use the attached presentation at the company's annual meeting of stockholders on September 30, 2020. The report states that the information is furnished, not filed, for purposes of Section 18 of the Securities Exchange Act of 1934, and it carries a forward-looking statements caution. Exhibit 99.1 is the Stockholder Presentation dated September 30, 2020.

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Full text

8-K 1 d89234d8k.htm 8-K 8-K

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, 2020

CytoDyn Inc.

(Exact
name of registrant as specified in its charter)

Delaware | 000-49908 | 83-1887078
(State or other jurisdiction of incorporation) | (SEC File Number) | (I.R.S. Employer Identification No.)

1111 Main Street, Suite 660

Vancouver, Washington 98660

(Address of principal executive offices)

(360) 980-8524

Registrant’s telephone number, including area code:

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of
the registrant under any of the following provisions (see General Instruction A.2. below):

☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)
☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class | Trading Symbol(s) | Name of each exchange on which registered
None. | None. | None.

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of
1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an
emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
 ☐

Item 7.01 | Regulation FD Disclosure

On September 30, 2020, Nader Pourhassan, Ph.D., President and Chief Executive Officer, intends to use the attached presentation at the CytoDyn Inc. 2020
Annual Meeting of Stockholders, a copy of which is furnished herewith for purposes of Regulation FD.

The information in this
Current Report on Form 8-K is being furnished pursuant to Item 7.01 and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange
Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act. The information set forth in this Item 7.01 shall not be
deemed an admission as to the materiality of any information in this Current Report on Form 8-K that is required to be disclosed solely to satisfy the requirements of Regulation FD.

The information presented in this Current Report on Form 8-K may contain forward-looking statements and certain
assumptions upon which such forward-looking statements are in part based. Numerous important factors, including those factors identified in CytoDyn Inc.’s Annual Report on Form 10-K and other filings with
the Securities and Exchange Commission, and the fact that the assumptions set forth in this Current Report on Form 8-K could prove incorrect, could cause actual results to differ materially from those
contained in such forward-looking statements.

Item 9.01. | Financial Statements and Exhibits.

(d) Exhibits

Exhibit No. | Description
99.1 | Stockholder Presentation dated September 30, 2020

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned
thereunto duly authorized.

CytoDyn Inc.
Dated: September 30, 2020 | By: | /s/ Michael D. Mulholland
Michael D. Mulholland
Chief Financial Officer

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