CytoDyn Inc. (OTCMKTS:CYDY) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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CytoDyn Inc. (OTCMKTS:CYDY) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Item5.02. Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.

Director Appointment

On April10, 2017, the board of directors (the Board) of CytoDyn
Inc. (the Company) adopted a resolution to increase the number of
directors on the Board by one and appointed Scott A. Kelly, M.D.,
to fill the resulting vacancy.

No arrangement or understanding exists between Dr.Kelly and any
other person to which Dr.Kelly was appointed as a director.
Dr.Kelly will be compensated for his services as a director
consistent with the Companys compensation policies for
nonemployee directors. A summary of the Companys compensation
program for nonemployee directors, as currently in effect, is
included as Exhibit 10.1 to the Companys Form 10-Q for the
quarter ended August31, 2015, which was filed with the Securities
and Exchange Commission on October9, 2015, and is incorporated
herein by reference. The Board has not yet determined the Board
committees to which Dr.Kelly will be appointed.

Option Grant

On April10, 2017, in connection with Dr.Kellys appointment as
director, the Company granted to Dr.Kelly a non-qualified stock
option to purchase up to 7,123 shares of its common stock, par
value $0.001 per share (the Common Stock), representing a pro
rata portion of the annual option grant received by each director
for the fiscal year ending May31, 2017.

The option grant was made to the Companys 2012 Equity Incentive
Plan (the Incentive Plan) and is conditioned on stockholder
approval of the increase in the number of shares authorized for
issuance under the Incentive Plan (the Plan Approval) at the 2017
annual meeting of stockholders. The option has a per share
exercise price of $0.61 (which was the closing sale price of the
Common Stock on the grant date) and a ten-year term and will vest
on May31, 2017, provided that the option will not be exercisable
unless and until the Plan Approval is obtained.

Item7.01. Regulation FD Disclosure.

On April11, 2017, the Company issued a press release to announce
the appointment of Dr.Kelly as director, which is furnished as
Exhibit 99.1 to this Form 8-K.

Item9.01 Financial Statements and Exhibits.

(d) Exhibits. The following exhibits are filed herewith:

Exhibit No.

Description

99.1 Press release dated April11, 2017


About CytoDyn Inc. (OTCMKTS:CYDY)

CytoDyn Inc. is a clinical-stage biotechnology company. The Company is focused on the clinical development and commercialization of humanized monoclonal antibodies to treat Human Immunodeficiency Virus (HIV) infection. The Company’s lead product candidate, PRO 140, belongs to a class of HIV therapies known as entry inhibitors that block HIV from entering into and infecting certain cells. The Company’s product pipeline also includes Cytolin and CytoFeline. Cytolin is a mouse monoclonal antibody developed to identify a specific type of immune cell called a cytotoxic T cell, or cytotoxic T lymphocyte (CTL). CytoFeline is an anti-lymphocyte function-associated antigen-1 (LFA-1) antibody for the treatment of Feline Immunodeficiency Virus (FIV) infection. PRO 140 blocks HIV from entering a cell by binding to a molecule called C-C chemokine receptor type 5 (CCR5). The Company has finished Phase II clinical trials for PRO 140 with demonstrated antiviral activity in man.

CytoDyn Inc. (OTCMKTS:CYDY) Recent Trading Information

CytoDyn Inc. (OTCMKTS:CYDY) closed its last trading session up +0.037 at 0.647 with 70,396 shares trading hands.