0001558370-22-014616.txt : 20220926 0001558370-22-014616.hdr.sgml : 20220926 20220926133558 ACCESSION NUMBER: 0001558370-22-014616 CONFORMED SUBMISSION TYPE: RW PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20220926 DATE AS OF CHANGE: 20220926 FILER: 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 FILING VALUES: FORM TYPE: RW SEC ACT: SEC FILE NUMBER: 333-253843 FILM NUMBER: 221265045 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 RW 1 tmb-20220926xrw.htm RW

CytoDyn Inc.

1111 Main Street, Suite 660

Vancouver, Washington 98660

T 360.980.8524 F 360.980.8549

September 26, 2022

VIA EDGAR

U.S. Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, DC 20549

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Re:

CytoDyn Inc.

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Request to Withdraw Registration Statement on Form S-3

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File No. 333-253843

Ladies and Gentlemen:

Pursuant to Rule 477 under the Securities Act of 1933, as amended (the “Securities Act”), CytoDyn Inc. (the “Company”) hereby requests that, effective as of the date first set forth above, the Securities and Exchange Commission (the “Commission”) consent to the withdrawal of the Company’s Registration Statement on Form S-3 (File No. 333-253843), together with all exhibits thereto (collectively, the “Registration Statement”). The Registration Statement was originally filed on March 3, 2021.

The Company submits this request for withdrawal as it does not intend to pursue the contemplated public offering of the securities covered by the Registration Statement at this time.

The Company confirms that the Registration Statement has not been declared effective, no securities have been or will be issued or sold pursuant to the Registration Statement or the prospectus contained therein, and no preliminary prospectus contained in the Registration Statement has been distributed.

The Company further requests that, in accordance with Rule 457(p) of the Securities Act, all fees paid to the Commission in connection with the filing of the Registration Statement be credited for future use.

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If you have any questions or require any further information, please contact the Company’s counsel, Miller Nash LLP, by calling Mary Ann Frantz at (503) 880-0278.

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Very truly yours,

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CytoDyn Inc.

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By:

/s/ Antonio Migliarese

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Name: 

Antonio Migliarese

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Title:

Chief Financial Officer

cc: Mary Ann Frantz, Miller Nash LLP