0001104659-24-032609.txt : 20240308 0001104659-24-032609.hdr.sgml : 20240308 20240308213020 ACCESSION NUMBER: 0001104659-24-032609 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20240307 FILED AS OF DATE: 20240308 DATE AS OF CHANGE: 20240308 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Lalezari Jacob P CENTRAL INDEX KEY: 0002001963 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-49908 FILM NUMBER: 24736381 MAIL ADDRESS: STREET 1: 1111 MAIN STREET STREET 2: 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] ORGANIZATION NAME: 03 Life Sciences 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 tm248303-1_4seq1.xml OWNERSHIP DOCUMENT X0508 4 2024-03-07 0 0001175680 CytoDyn Inc. CYDY 0002001963 Lalezari Jacob P 1111 MAIN STREET, SUITE 660 VANCOUVER WA 98660 0 1 0 0 Chief Executive Officer 0 Non-qualified stock option (right to buy) 0.21 2024-03-07 4 A 0 3000000 0 A 2034-03-07 Common Stock 3000000 3000000 D The stock option will vest and become exercisable in 48 monthly installments beginning on April 7, 2024 and ending on March 7, 2028, subject to Continuous Service (as the term is defined in the Issuer's 2012 Equity Incentive Plan, as amended) through the applicable vesting date. EX 24- Power of Attorney /s/ Tyler Blok, attorney-in-fact for Jacob P. Lalezari 2024-03-08 EX-24 2 tm248303d1_ex24.htm EXHIBIT 24

EXHIBIT 24

LIMITED POWER OF ATTORNEY

The undersigned hereby appoints each of Mitchell Cohen, Tyler Blok, and/or Nathan Fox signing singly, as the undersigned's true and lawful attorney-in-fact to:

1.            Execute for and on behalf of the undersigned, in the undersigned's capacity as an officer and/or director of CytoDyn Inc. (the “Company”), Forms 3, 4, and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder, and any other forms or reports the undersigned may be required to file in connection with the undersigned's ownership, acquisition, or disposition of securities of the Company, including forms required to generate codes for the Securities and Exchange Commission's electronic filing system; and

2.            Do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4, or 5, or other form or report, and timely file such form or report with the United States Securities and Exchange Commission and any stock exchange or similar authority as appropriate.

The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing necessary or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned could do if personally present, hereby ratifying and confirming all that such attorney-in-fact shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, and the Company is not assuming, any of the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934.

This Power of Attorney shall remain in full force and effect until the undersigned is no longer subject to Section 16 of the Securities Exchange Act of 1934 with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed, effective as of February 13, 2024.

	/s/ Jacob P. Lalezari
	Jacob P. Lalezari