CYDY on OTC
CytoDyn Inc.
American pharmaceutical preparations company based in Vancouver2
In its 2026 annual report the company says: “The Company is a clinical-stage biotechnology company focused on the clinical development of innovative treatments for multiple therapeutic indications based on its product candidate, leronlimab (also referred to as PRO 140), a novel humanized monoclonal antibody targeting the C-C chemokine receptor type 5. Our principal business office is located at 1111 Main Street, Suite 660, Vancouver, Washington 98660.”6 Its shares trade on OTC under the symbol CYDY.2
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Last updated Oct 21, 2026.
Overview
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- TickerCYDY on OTC2
- IndustryPharmaceutical Preparations2
- HeadquartersWilmington, United States2
- Incorporated inDE4
- Business address1111 Main Street, Suite 660, Vancouver, Wa 986604
- Filer categoryNon-accelerated filer, Smaller reporting company4
- Legal formCorporation2
- LEI529900Q4JAVBX3H8RF982
- StatusActive2
- LEI statusLapsed (not renewed)2
- Registered addressc/o THE CORPORATION TRUST COMPANY, CORPORATION TRUST CENTER 1209 ORANGE ST, 19801 Wilmington, United States2
- Registered withDivision of Corporations, Department of State, 70321322
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CytoDyn Inc. (together with its wholly owned subsidiary, the “Company”) was originally incorporated under the laws of Colorado on May 2, 2002, under the name RexRay Corporation and, effective August 27, 2015, reincorporated under the laws of Delaware. The Company is a clinical-stage biotechnology company focused on the clinical development of innovative treatments for multiple therapeutic indications based on its product candidate, leronlimab (also referred to as PRO 140), a novel humanized monoclonal antibody targeting the C-C chemokine receptor type 5 (“CCR5”). The preclinical and early clinical development of PRO 140 was led by Progenics through 2011. The Company acquired the asset from Progenics in October 2012. In November 2018, the United States Adopted Names Council adopted “leronlimab” as the official nonproprietary name for PRO 140.6 From its latest annual report
Financials
From the company’s reports to the SEC. Every number links to the filing it came from.
Key numbers, fiscal 2023
Financial statements
Every line of the income statement as filed: the last 2 fiscal years, latest first.3
| Period ending | 2026-05-31 | 2025-05-31 |
|---|---|---|
| General and administrative | $7.4M | $7.3M |
| Research and development | $15.7M | -$16.9M |
| Legal Settlement Loss | $15.4M | $0 |
| Total operating expenses | $38.6M | -$9.7M |
| Operating (loss) gain | -$38.6M | $9.7M |
| Interest income | $257.0K | $565.0K |
| Interest on convertible notes | -$2.5M | -$4.4M |
| Amortization of discount on convertible notes | $0 | -$407.0K |
| Standby equity purchase agreement commitment fee | -$325.0K | $0 |
| Issuance costs for private placement of shares and warrants through placement agent | -$1.6M | $0 |
| Legal settlement revaluation | $83.0K | $0 |
| Loss on induced conversion | $0 | -$1.2M |
| Finance charges | -$22.0K | -$25.0K |
| Gain on restructuring of payables | $0 | $407.0K |
| Loss on derivatives | $0 | -$852.0K |
| Total interest and other expense | -$4.1M | -$5.9M |
| (Loss) gain before income taxes | -$42.7M | $3.7M |
| Income tax benefit | $0 | $0 |
| Net (loss) income | -$42.7M | $3.7M |
| Basic (loss) income per share | -$0.03 | $0.00 |
| Diluted (loss) income per share | -$0.03 | $0.00 |
| Weighted average common shares outstanding, Basic | 1.3B shares | 1.2B shares |
| Weighted average common shares outstanding, Diluted | 1.3B shares | 1.2B shares |
No quarter-by-quarter statement was filed.
Every line of the balance sheet as filed: the last 3 fiscal years (annual) or 3 quarters (quarterly), latest first.3
| Period ending | 2026-05-31 | 2025-05-31 | 2024-05-31 |
|---|---|---|---|
| Cash and cash equivalents | $11.9M | $11.9M | |
| Prepaid expenses | $750.0K | $252.0K | |
| Prepaid service fees | $1.3M | $3.7M | |
| Other receivables | $0 | $2.0M | |
| Total current assets | $13.9M | $17.9M | |
| Other non-current assets | $95.0K | $169.0K | |
| Total assets | $14.0M | $18.0M | |
| Accounts payable | $13.2M | $14.7M | |
| Accrued liabilities and compensation | $18.9M | $2.2M | |
| Accrued interest on convertible notes | $11.1M | $18.2M | |
| Accrued dividends on convertible preferred stock | $9.6M | $8.3M | |
| Current portion of long-term convertible notes payable | $860.0K | $27.2M | |
| Total current liabilities | $53.7M | $70.5M | |
| Convertible notes payable | $26.3M | $0 | |
| Operating leases | $53.0K | $0 | |
| Other liabilities (Note 10) | $43.6M | $43.6M | |
| Total liabilities | $123.7M | $114.1M | |
| Common stock, $0.001 par value; 2,250,000 shares authorized; 1,373,803 and 1,249,460 issued, and 1,373,517 and 1,249,174 outstanding at May 31, 2026 and May 31, 2025, respectively | $1.4M | $1.2M | |
| Treasury stock $0.001 par value 286 shares at May 31 2026 and May 31 2025 | $0 | $0 | |
| Additional paid-in capital | $819.4M | $790.5M | |
| Accumulated deficit | -$930.5M | -$887.8M | |
| Total stockholders' deficit | -$109.7M | -$96.0M | -$116.8M |
| Total liabilities and stockholders' deficit | $14.0M | $18.0M | |
| Preferred stock, par value | $0.00 | $0.00 | |
| Preferred stock, shares authorized | 5.0M shares | 5.0M shares | |
| Common stock, par value | $0.00 | $0.00 | |
| Common stock, shares authorized | 2.2B shares | 2.2B shares | |
| Common stock, shares issued | 1.4B shares | 1.2B shares | |
| Common stock, shares outstanding | 1.4B shares | 1.2B shares | |
| Treasury stock, shares | 286.0K shares | 286.0K shares |
| Period ending | 2026-05-31 | 2025-05-31 | 2024-05-31 |
|---|---|---|---|
| Cash and cash equivalents | $11.9M | $11.9M | |
| Prepaid expenses | $750.0K | $252.0K | |
| Prepaid service fees | $1.3M | $3.7M | |
| Other receivables | $0 | $2.0M | |
| Total current assets | $13.9M | $17.9M | |
| Other non-current assets | $95.0K | $169.0K | |
| Total assets | $14.0M | $18.0M | |
| Accounts payable | $13.2M | $14.7M | |
| Accrued liabilities and compensation | $18.9M | $2.2M | |
| Accrued interest on convertible notes | $11.1M | $18.2M | |
| Accrued dividends on convertible preferred stock | $9.6M | $8.3M | |
| Current portion of long-term convertible notes payable | $860.0K | $27.2M | |
| Total current liabilities | $53.7M | $70.5M | |
| Convertible notes payable | $26.3M | $0 | |
| Operating leases | $53.0K | $0 | |
| Other liabilities (Note 10) | $43.6M | $43.6M | |
| Total liabilities | $123.7M | $114.1M | |
| Common stock, $0.001 par value; 2,250,000 shares authorized; 1,373,803 and 1,249,460 issued, and 1,373,517 and 1,249,174 outstanding at May 31, 2026 and May 31, 2025, respectively | $1.4M | $1.2M | |
| Treasury stock $0.001 par value 286 shares at May 31 2026 and May 31 2025 | $0 | $0 | |
| Additional paid-in capital | $819.4M | $790.5M | |
| Accumulated deficit | -$930.5M | -$887.8M | |
| Total stockholders' deficit | -$109.7M | -$96.0M | -$116.8M |
| Total liabilities and stockholders' deficit | $14.0M | $18.0M | |
| Preferred stock, par value | $0.00 | $0.00 | |
| Preferred stock, shares authorized | 5.0M shares | 5.0M shares | |
| Common stock, par value | $0.00 | $0.00 | |
| Common stock, shares authorized | 2.2B shares | 2.2B shares | |
| Common stock, shares issued | 1.4B shares | 1.2B shares | |
| Common stock, shares outstanding | 1.4B shares | 1.2B shares | |
| Treasury stock, shares | 286.0K shares | 286.0K shares |
Cash flow is reported year to date, not quarter by quarter, so there are no separate quarterly figures.
Every line of the cash flow as filed: the last 2 fiscal years, latest first.3
| Period ending | 2026-05-31 | 2025-05-31 |
|---|---|---|
| Net (loss) income | -$42.7M | $3.7M |
| Depreciation | $17.0K | $18.0K |
| Standby equity purchase agreement non-cash commitment fee | $300.0K | $0 |
| Issuance costs for private placement of shares and warrants through placement agent | $1.6M | $0 |
| Amortization of discount on convertible notes | $0 | $407.0K |
| Gain on restructuring of payables | $0 | -$407.0K |
| Loss on derivatives | $0 | $852.0K |
| Loss on induced conversion | $0 | $1.2M |
| Stock-based compensation | $1.6M | $1.6M |
| Prepaid expenses and other assets | $4.0M | -$4.8M |
| Accounts payable, accrued expenses, and other liabilities | $17.9M | -$11.3M |
| Net cash used in operating activities | -$17.3M | -$8.8M |
| Net cash provided by/used in investing activities | $0 | $0 |
| Proceeds from warrant transactions, net of offering costs | $0 | $10.4M |
| Proceeds from sale of common stock and warrants, net of issuance costs | $16.3M | $0 |
| Proceeds from warrant exercises | $0 | $1.1M |
| Proceeds from standby equity purchase agreement, net of issuance costs | $874.0K | $0 |
| Proceeds from exercise of stock options | $149.0K | $106.0K |
| Cash paid for note payable | -$142.0K | -$710.0K |
| Net cash provided by financing activities | $17.2M | $10.9M |
| Net change in cash and cash equivalents | -$51.0K | $2.1M |
| Cash paid for interest | $22.0K | $25.0K |
| Issuance of common stock for interest on convertible notes | $9.5M | $4.5M |
| Accrued dividends on Series C and D convertible preferred stock | $1.5M | $1.5M |
| Dividend paid in common stock on Series C convertible preferred stock conversions | $103.0K | $0 |
| Cashless exercise of warrants | $0 | $2.0K |
| Warrants issued to placement agent | $2.8M | $0 |
No quarter-by-quarter statement was filed.
Corporate structure
CytoDyn Inc. sits at the top of its group. 2 entities, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.
Major holders of CytoDyn Inc.
- David Welch Filed SC 13G/A on CytoDyn Inc., latest Feb 12, 2024 (2 filings since Oct 25, 2023)
- CytoDyn Inc. Wilmington, Delaware, United States
- CytoDyn Operations Inc. Subsidiary · Delaware, United States
Built from parent and subsidiary links from GLEIF, the Global Legal Entity Identifier Foundation (CC0); subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.
What it owns
What CytoDyn Inc. reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.
Property and equipment
| Item | Latest | A year before | Change |
|---|---|---|---|
| Operating-lease assets (leased space) | $73.0K3 May 31, 2026 | $130.0K3 May 31, 2025 | −43.8% |
Investments
Properties, in its own words
Our principal office location is 1111 Main Street, Suite 660, Vancouver, Washington 98660. The space is subject to a lease effective through May 31, 2029. We do not own or lease any other properties.
Item 2 of the 10-K filed Aug 31, 2026.6
Leadership
Who has led CytoDyn Inc., and when. Pick a name to see everywhere that person has worked.
Chief executive
President
Chief financial officer
Chief operating officer
- Chief executive officerJacob P. Lalezari Nov 29, 2023 to now17
- Chief executive officerNader Pourhassan Oct 12, 2012 to Oct 20, 202118
- Chief executive officerNess Kenneth Van Nov 2, 2011 to Aug 2, 201219
- Chief executive officerAllen D. Allen Feb 26, 2007 to Nov 17, 200920
- ChairScott A. Kelly May 15, 2020 to Oct 20, 202121
- ChairAnthony Caracciolo Feb 13, 2017 to Nov 16, 201822
- PresidentAntonio Migliarese Jun 8, 2022 to Aug 4, 202223
- PresidentArvin Cyrus Arman Jul 21, 2022 to Feb 14, 202324
- PresidentNader Pourhassan Oct 1, 2012 to Oct 20, 202125
- PresidentNess Kenneth Van Dec 9, 2010 to Aug 2, 201226
- Chief financial officerRobert Hoffman May 22, 2025 to now27
- Chief financial officerMitchell Cohen Feb 15, 2024 to Feb 15, 202428
- Chief financial officerAntonio Migliarese May 27, 2021 to Jan 5, 202429
- Chief financial officerCraig S. Eastwood Nov 20, 2019 to Feb 25, 202030
- Chief financial officerMichael D. Mulholland Dec 17, 2012 to Dec 28, 202031
- Chief financial officerAndrew T. Libby Jr. Oct 13, 2011 to Oct 13, 201132
- Chief financial officerCorinne E. Allen Sep 17, 2010 to Sep 17, 201033
- Chief operating officerChris P. Recknor Mar 18, 2021 to Aug 10, 202134
- Chief operating officerNader Pourhassan Nov 2, 2011 to Nov 2, 201135
Board members and other officers (39)
- EVP of Legal AffairsTyler Blok Aug 25, 2023 to Jan 5, 202436
- OfficerChris P. Recknor Jun 8, 2022 to Jun 8, 202237
- OfficerMaura Fleming Jan 8, 2020 to Jan 8, 202038
- GC and Corporate SecretaryArian Colachis Mar 18, 2020 to Oct 26, 202039
- Chief Medical OfficerScott A. Kelly May 5, 2020 to Nov 30, 202240
- Chief Scientific OfficerMahboob U. Rahman Oct 20, 2020 to Oct 20, 202041
- OfficerMichael D. Mulholland Dec 23, 2019 to Dec 27, 201942
- Chief Medical OfficerRichard Pestell Md. Nov 16, 2018 to Nov 20, 201843
- OfficerNitya G. Ray Dec 26, 2018 to Nov 17, 202244
- Chief Scientific OfficerRichard Trauger Oct 11, 2012 to Oct 12, 201245
- Vice PresidentCorinne E. Allen Jan 12, 2007 to Jun 25, 200846
- Board memberKaren J. Brunke Apr 8, 2022 to now47
- Board memberRyan Dunlap Sep 6, 2022 to now48
- Board memberStephen M. Simes Nov 1, 2022 to now49
- Board memberGordon A. Gardiner Jul 12, 2021 to Nov 30, 202150
- Board memberHarish Seethamraju Dec 13, 2021 to Dec 13, 202151
- Board memberLishomwa C. Ndhlovu Dec 13, 2021 to now52
- Board memberTanya Durkee Urbach Dec 13, 2021 to now53
- Board memberAlan P. Timmins Jan 22, 2020 to Nov 30, 202154
- Board memberDavid Welch Jan 14, 2019 to Jun 26, 202055
- Board memberMichael A. Klump Aug 14, 2018 to Jan 8, 202056
- Board memberRichard Pestell Md. Nov 16, 2018 to Nov 20, 201843
- Board memberScott A. Kelly Apr 12, 2017 to Oct 4, 202257
- Board memberCarl Dockery Oct 6, 2014 to Jun 19, 201958
- Board memberAlan Bruce Montgomery Oct 1, 2013 to Nov 16, 201859
- Board memberNader Pourhassan Oct 1, 2012 to Oct 20, 202125
- Board memberRichard Trauger Oct 12, 2012 to Jun 10, 201360
- Board memberMichael Nobel Dec 17, 2012 to Jun 3, 201561
- Board memberAllan M. Green Dec 18, 2012 to Mar 4, 201362
- Board memberRonald J. Tropp Aug 11, 2011 to Dec 4, 201263
- Board memberAnthony Caracciolo Dec 21, 2011 to Jan 10, 201964
- Board memberNess Kenneth Van Jun 30, 2010 to Aug 2, 201265
- Board memberJordan G. Naydenov Aug 12, 2009 to Oct 20, 202166
- Board memberGeorge F. Dembow Jun 26, 2008 to Dec 4, 201267
- Board memberCorinne E. Allen Jan 12, 2007 to Sep 17, 201046
- Board memberAllen D. Allen Feb 26, 2007 to Nov 17, 200920
- Board memberGregory A. Gould May 12, 2006 to Jun 19, 201968
- Board memberJonathan R. Leong Jun 16, 2006 to Jun 16, 200669
- General counselTyler Blok Oct 30, 2024 to now70
Named in SEC Form D filings
People the company listed in its private-offering notices.
Subsidiaries and ownership
Subsidiaries (Exhibit 21)
- CytoDyn Operations Inc. Delaware5
The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.
Former names
Timeline
- Apr 30, 20268-K Regulation FD disclosure72
- Mar 24, 20268-K Entered a material agreement73
- Mar 5, 20268-K Unregistered sale of shares74
- Dec 1, 20258-K Other events75
- Nov 21, 20258-K Bylaws or fiscal year changed; Shareholder vote76
- Nov 3, 20258-K Entered a material agreement; Unregistered sale of shares; Regulation FD disclosure77
- May 16, 20258-K Change of auditor78
- May 6, 20258-K Executive or director change; Regulation FD disclosure79
- Nov 22, 20248-K Shareholder vote80
- Jul 9, 20248-K Regulation FD disclosure; Other events81
- Jun 28, 20248-K Change of auditor82
- Jun 3, 20248-K Unregistered sale of shares83
- Nov 29, 2023New chief executive Jacob P. Lalezari becomes CEO17
- Oct 12, 2012New chief executive Nader Pourhassan becomes CEO18
- Nov 2, 2011New chief executive Ness Kenneth Van becomes CEO19
- Feb 26, 2007New chief executive Allen D. Allen becomes CEO20
Calendar
Drug trials and FDA: recently
- Nov 7, 2021Phase 2 trial completed Phase 2 trial of Leronlimab in Solid Tumor, Adult: primary completion Nov 7, 2021, results posted Jan 23, 2026 (ClinicalTrials.gov NCT04504942).84
Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). Trials from ClinicalTrials.gov, as the sponsor registered them (expected dates are the sponsor's own and often move); approvals and advisory committee meetings from the FDA. The FDA does not publish its decision (PDUFA) dates. The full markets calendar
Filings
342 filings to the SEC since October 2021: 7 annual reports, 17 quarterly reports, 69 major events, 94 insider forms, 2 large holders, 5 private raises, 148 other. The latest 20:
- Oct 14, 202610-Q EDGAR
- Oct 7, 2026EFFECT EDGAR
- Oct 7, 2026424B3 EDGAR
- Oct 2, 2026EFFECT EDGAR
- Oct 2, 2026EFFECT EDGAR
- Sep 28, 2026DEF 14A EDGAR
- Sep 25, 2026S-3 EDGAR
- Sep 25, 2026POS AM EDGAR
- Sep 25, 2026POS AM EDGAR
- Aug 31, 202610-K EDGAR
- May 20, 2026EFFECT EDGAR
- May 20, 2026424B3 EDGAR
- May 11, 2026D EDGAR
- Apr 30, 20268-K EDGAR
- Apr 22, 2026S-1 EDGAR
- Apr 8, 2026424B3 EDGAR
- Apr 8, 202610-Q EDGAR
- Mar 25, 2026424B3 EDGAR
- Mar 24, 20264 OWNERSHIP DOCUMENT EDGAR
- Mar 24, 20264 OWNERSHIP DOCUMENT EDGAR
The 342 filings since October 2021 can be filtered by form type and year here when JavaScript is on.
Every filing from the last five years, summarized. The full record is on SEC EDGAR.
Major holders
Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.
- David WelchSC 13G/A, 2 filings Oct 25, 2023 to Feb 12, 202485
Executive pay
What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.
| Year | Executive | Age | Salary | Total pay |
|---|---|---|---|---|
| 2026 | Robert E. Hoffman | 60 | $450.0K | $1.9M86 |
| 2026 | Jacob P. LalezariM.D. | 67 | $409.9K | $1.8M86 |
| 2026 | Tyler Blok | 39 | $370.3K | $1.4M86 |
| 2025 | Chief Executive Officer | $400.0K | $783.9K86 | |
| 2025 | Chief Legal Officer | $365.0K | $532.5K86 | |
| 2025 | Chief Financial Officer | $20.0K | $388.5K86 |
Funding
Where the company's money came from, by calendar year: private offerings filed with the SEC, federal grants, loans, contracts and other assistance from USAspending.gov, and PPP loans from the SBA. Each bar links to the records below.
- Private raises (Form D) $51.7M
Figures by year
| Year | Private raises (Form D) | Total |
|---|---|---|
| 2026 | $18.6M | $18.6M |
| 2022 | $21.8M | $21.8M |
| 2021 | $11.4M | $11.4M |
Private raises
Private offerings the company reported to the SEC on Form D. The amount is what the latest filing says was sold so far, charted in the year of the first sale. Covers filings since Oct 1, 2021.
- Jan 30, 2026Raised $18.6 million in a private offering of equity71 Form D: 194 investors so far Form D
- Apr 7, 2022Raised $21.8 million in a private offering of equity87 Form D: 166 investors so far Form D
- Nov 17, 2021Raised $11.4 million in a private offering of equity88 Form D: $53.6 million offered in all Form D
Held by these funds
The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026. Change is in shares since the quarter before.
| Fund | Shares | Value | Share of the fund | Change |
|---|---|---|---|---|
| Diversified Trust Co | 45,790 | $10.9K | 0.0% | No change |
| Williams Jones Wealth Management, LLC. | 45,001 | $10.7K | 0.0% | No change |
| Next Capital Management LLC | 25,000 | $6.0K | 0.0% | No change |
| Horizon Financial Services, LLC | 18,200 | $4.3K | 0.0% | No change |
| Ancora Advisors LLC | 9,488 | $2.3K | 0.0% | No change |
| Caz Investments LP | 8,000 | $1.9K | 0.0% | +4,000 |
13F reports cover disclosed long positions in U.S. stocks only.
SEC filer profile
How CytoDyn Inc. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.
- Name on EDGARCytoDyn Inc.1
- CIK0001175680
- Employer ID (EIN)83-18870786
- Filer statusNon-accelerated filer not an emerging growth company; a smaller reporting company; not a shell company6
- Incorporated inDelaware6
- Fiscal year endsMay 311
- Industry code (SIC)2834 Pharmaceutical Preparations1
- SEC reviewing officeOffice of Life Sciences, Division of Corporation Finance1
- Business address1111 Main Street, Suite 660, Vancouver, WA 986601
- Phone360-980-85241
- Shares outstanding1,469,518,000 as of Sep 30, 202614
- Public float$417.7M as of Nov 30, 20256
- AuditorCBIZ CPAs P.C., Hartford, CT PCAOB ID 199; no auditor attestation of internal control over financial reporting6
- On EDGAR sinceJun 5, 20021
- Filings1,398 in all: 4 (346), 8-K (313), 3 (61), 10-Q (58), 424B3 (50), UPLOAD (47), CORRESP (44), EFFECT (42)1
All 60 form types
DEFA14A (32), SC TO-I/A (31), DFAN14A (26), DEF 14A (24), 424B5 (23), D (23), 10-K (19), POS AM (18), S-3 (17), 10QSB (15), PRE 14A (15), 4/A (13), 8-K/A (12), SC 13D (11), 5 (10), D/A (9), NT 10-Q (8), S-1 (8), SB-2/A (8), SC 13D/A (8), SC 13G (8), 10-K/A (7), NT 10-K (7), S-3/A (7), SC 13G/A (6), 10-Q/A (5), 10KSB (5), 10QSB/A (5), REGDEX (5), S-8 (5), SC TO-I (5), 3/A (4), ARS (4), S-1/A (4), PRER14A (3), S-8 POS (3), 10KSB/A (2), 424B2 (2), 425 (2), 8-K12G3 (2), DEFC14A (2), DFRN14A (2), PREC14A (2), SEC STAFF LETTER (2), 10SB12G (1), 15-12G (1), 424B7 (1), CT ORDER (1), PRRN14A (1), REGDEX/A (1), RW (1), SB-2 (1)
- Latest filingsAnnual report (10-K) Aug 31, 2026
Quarterly report (10-Q) Oct 14, 2026
Proxy statement (DEF 14A) Sep 28, 2026
Latest 8-K (8-K) Apr 30, 2026
Risk factors and legal proceedings
The risks CytoDyn Inc. names in Item 1A of its 10-K filed Aug 31, 2026: 33 risks under these headings, as written.6
- Risks Related to Our Financial Position and Need for Additional Capital
- Risks Related to Our Ability to Maintain an Effective Operational and Internal Controls Environment
- Risks Related to Legal Proceedings
- Risks Related to Development and Commercialization of Our Drug Candidate
- Risks Related to Our Dependence on Third Parties
- Risks Related to Our Intellectual Property Rights
- Risks Related to Ownership of Our Common Stock
- Our cash reserves are low and we do not expect to receive substantial, if any, revenues for the foreseeable future such that we will need to raise substantial additional financing to fund our ongoing operations and manage our payment obligations, which financing continues to be extremely difficult to secure in light of the low trading price of our common stock.
- We are a clinical stage biotechnology company with a history of significant operating losses; we expect to continue to incur operating losses, and we may never achieve profitability.
- The amount of financing we require will depend on various factors, many of which are beyond our control. The results of our operations, financial condition, and stock price are likely to be adversely affected if we are unable to obtain additional funding on improved terms compared to previous financings.
- Our future cash requirements may differ significantly from our current estimates.
- Our auditors have issued a going concern opinion, and we will not be able to achieve our objectives and will have to cease operations if we cannot find adequate financing.
The other 27 risks
- We have written off the value of our pre-launch inventories of leronlimab and related raw materials, the costs of which were previously capitalized, and may be unable to use all or a portion of those inventories in the development of our product candidate.
- The recruitment and retention of skilled directors, executives, employees and consultants may be difficult and expensive, may result in dilution to our stockholders, and any failure to attract and retain such individuals may adversely affect our drug development and commercialization activities.
- The loss, temporary loss or transition of members of our senior management team or any other key employees may adversely affect our business.
- If we are unable to maintain an effective system of internal control over financial reporting, we may not be able to accurately or timely report our financial results and our stock price could be adversely affected.
- Our information technology systems could fail to perform adequately or experience data corruption, cyber-based attacks or network security breaches.
- Our business, operating results and financial condition could be negatively affected as a result of litigation and other demands made by stockholders.
- Although we have reached an agreement in principle to resolve the ongoing class-action litigation filed against us, failure to finalize the contemplated settlement may result in material harm to our business.
- We are subject to oversight by the SEC, FDA and other regulatory agencies. Investigations and proceedings by those agencies may divert management’s focus and have a material adverse effect on our reputation and financial condition.
- We face risks and uncertainties related to litigation and other claims.
- Certain agreements and related license agreements require us to make significant milestone, royalty and other payments, which will require additional financing and, in the event we do commercialize leronlimab, decrease the revenues we may ultimately receive on sales. To the extent that such milestone, royalty, and other payments are not timely made, the counterparties to such agreements in certain cases have repurchase and termination rights thereunder with respect to leronlimab.
- If we are unable to obtain all required regulatory approvals for leronlimab, we will not be able to commercialize our primary product candidate, which would materially and adversely affect our business, financial condition and stock price.
- Disruptions and changes in priorities at the FDA and other government agencies caused by funding shortages, Executive Orders or other factors could hinder their ability to hire, retain or deploy key leadership and other personnel, or otherwise prevent new or modified products from being developed, approved or commercialized in a timely manner or at all, which could negatively impact our business.
- We are dependent on the success of leronlimab. If we, either alone or with collaborators, are unable to complete the clinical development of, obtain and maintain marketing approval for, or successfully commercialize leronlimab, including with respect to adequate coverage and reimbursement, or if we continue to experience significant delays in doing so, our business will be harmed.
- Our competitors may develop drugs that are more effective, safer and less expensive than ours.
- We may not be able to identify, negotiate and maintain the strategic alliances necessary to develop and commercialize our products and technologies, and we will be dependent on our corporate partners if we do.
- Known third-party patent rights could delay or otherwise adversely affect our planned development and sale of leronlimab. We have identified but not exhaustively analyzed other patents that could relate to our proposed products.
- We have a limited number of internal research and development personnel, making us dependent on consulting relationships and strategic alliances with industry partners.
- We may continue to rely on third parties, such as CROs and third-party manufacturers, to conduct clinical trials for our product candidate, leronlimab, and to produce our pre-clinical and clinical product candidate supplies. Such third parties are subject to significant regulation. A failure by such third parties to perform their obligations properly and successfully to us, or failure of manufacturers on which we rely to meet regulatory requirements, may result in our inability to obtain regulatory approvals for or commercialize our product candidate.
- Our success depends upon our ability to obtain and maintain intellectual property protection relating to our product candidate and future product candidates.
- If we are sued for infringing on third-party intellectual property rights, it will be costly and time-consuming, and an unfavorable outcome would have a significant adverse effect on our business. We may also undertake infringement or other legal proceedings against third parties, causing us to spend resources on litigation and exposing our own intellectual property portfolio to challenge.
- We may become involved in disputes with our present or future contract partners over intellectual property ownership or other matters, which could have a significant adverse effect on our business.
- Our common stock is classified as “penny stock” and trading of our shares may be restricted by the SEC’s penny stock regulations.
- The trading price of our common stock has been and could remain volatile, and the market price of our common stock may decrease.
- Since our inception, we have been insolvent and have required debt and equity financing to maintain operations. We expect our debt service obligations and our need for additional funding to finance operations will cause additional dilution to our existing stockholders and could adversely affect the trading price of our common stock.
- Our certificate of incorporation permits our Board to create new series of preferred stock without further approval by our stockholders, which could adversely affect the rights of the holders of our common stock.
- Anti-takeover provisions of our certificate of incorporation, our bylaws and Delaware law could make an acquisition of us, which may be beneficial to our stockholders, more difficult, and may prevent attempts by our stockholders to replace or remove the current members of our Board and management.
- We do not expect to pay cash dividends on our common shares in the foreseeable future.
Legal proceedings
For a description of material legal proceedings, refer to Part II, Item 8, Note 10, Commitments and Contingencies – Legal Proceedings in this Form 10-K.
The opening of Item 3, Legal Proceedings.6
Sources
The numbers on this page point here. Each one links to the record it came from.
- 1SEC EDGARCytoDyn Inc. filings on SEC EDGAR
- 2
- 3SEC EDGARCytoDyn Inc. 10-K for fiscal 2026
- 4SEC EDGARCytoDyn Inc. filings on SEC EDGAR
- 5
- 6
- 7SEC EDGARCytoDyn Inc. 10-K for fiscal 2023
- 8SEC EDGARCytoDyn Inc. 10-K for fiscal 2021
- 9SEC EDGARCytoDyn Inc. 10-K for fiscal 2019
- 10SEC EDGARCytoDyn Inc. 10-K for fiscal 2023
- 11SEC EDGARCytoDyn Inc. 10-K for fiscal 2019
- 12SEC EDGARCytoDyn Inc. 10-Q for fiscal 2025
- 13SEC EDGARCytoDyn Inc. 10-Q for fiscal 2026
- 14SEC EDGARCytoDyn Inc. 10-Q for fiscal 2026
- 15SEC EDGARCytoDyn Inc. 10-K for fiscal 2019
- 16SEC EDGARCytoDyn Inc. 10-K for fiscal 2023
- 17
- 18
- 19
- 20
- 21SEC EDGARScott A. Kelly, Chair
- 22SEC EDGARAnthony Caracciolo, Chair
- 23SEC EDGARAntonio Migliarese, President
- 24SEC EDGARArvin Cyrus Arman, President
- 25SEC EDGARNader Pourhassan, President
- 26SEC EDGARNess Kenneth Van, President
- 27
- 28
- 29
- 30
- 31
- 32
- 33
- 34
- 35
- 36SEC EDGARTyler Blok, EVP of Legal Affairs
- 37SEC EDGARChris P. Recknor, Officer
- 38SEC EDGARMaura Fleming, Officer
- 39
- 40
- 41
- 42SEC EDGARMichael D. Mulholland, Officer
- 43
- 44SEC EDGARNitya G. Ray, Officer
- 45
- 46SEC EDGARCorinne E. Allen, Vice President
- 47SEC EDGARKaren J. Brunke, Board member
- 48SEC EDGARRyan Dunlap, Board member
- 49SEC EDGARStephen M. Simes, Board member
- 50SEC EDGARGordon A. Gardiner, Board member
- 51SEC EDGARHarish Seethamraju, Board member
- 52SEC EDGARLishomwa C. Ndhlovu, Board member
- 53SEC EDGARTanya Durkee Urbach, Board member
- 54SEC EDGARAlan P. Timmins, Board member
- 55SEC EDGARDavid Welch, Board member
- 56SEC EDGARMichael A. Klump, Board member
- 57SEC EDGARScott A. Kelly, Board member
- 58SEC EDGARCarl Dockery, Board member
- 59SEC EDGARAlan Bruce Montgomery, Board member
- 60SEC EDGARRichard Trauger, Board member
- 61SEC EDGARMichael Nobel, Board member
- 62SEC EDGARAllan M. Green, Board member
- 63SEC EDGARRonald J. Tropp, Board member
- 64SEC EDGARAnthony Caracciolo, Board member
- 65SEC EDGARNess Kenneth Van, Board member
- 66SEC EDGARJordan G. Naydenov, Board member
- 67SEC EDGARGeorge F. Dembow, Board member
- 68SEC EDGARGregory A. Gould, Board member
- 69SEC EDGARJonathan R. Leong, Board member
- 70SEC EDGARTyler Blok, General counsel
- 71
- 72SEC EDGARRegulation FD disclosure
- 73SEC EDGAREntered a material agreement
- 74SEC EDGARUnregistered sale of shares
- 75SEC EDGAROther events
- 76
- 77
- 78SEC EDGARChange of auditor
- 79
- 80SEC EDGARShareholder vote
- 81
- 82SEC EDGARChange of auditor
- 83SEC EDGARUnregistered sale of shares
- 84
- 85SEC EDGARDavid Welch SC 13G/A on CytoDyn Inc.
- 86
- 87
- 88