CytoDyn Inc. — fact timeline

CytoDyn Inc. amended a notes offering (effective 2026-03-24).

“On March 24, 2026, the Company and the holders of Note 1 and Note 2 (collectively, the “Noteholders”) agreed to extend the maturity date of each of the Notes by 36 months (the “Extension Periods”).”

CytoDyn Inc. issued approximately 5.9 million shares of common stock of convertible note to holder of its convertible promissory note for notes with an aggregate principal amount of approximately $1.5 million.

“In January and February 2026, the Company and the holder of its convertible promissory note issued on April 23, 2021, in partial satisfaction of the holder’s redemption rights, entered into exchange agreements pursuant to which portions of the original note were partitioned into new notes with an aggregate principal amount of approximately $1.5 million. The new notes were exchanged concurrently with issuance for a total of approximately 5.9 million shares of common stock.”

CytoDyn Inc. issued approximately 0.8 million shares of common stock of common stock to YA II PN, Ltd. (Yorkville) for approximately $0.2 million in cash.

“In January 2026, pursuant to a Standby Equity Purchase Agreement (the “SEPA”) entered into on November 3, 2025, between the Company and YA II PN, Ltd., a Cayman Islands exempt limited partnership (“Yorkville”), the Company sold and issued to Yorkville a total of approximately 0.8 million shares of common stock in exchange for approximately $0.2 million in cash.”

CytoDyn Inc. issued 464,468 units of unit to accredited investor for $100,000 investment.

“On February 26, 2026, the Company accepted a $100,000 investment from an accredited investor in a transaction not involving a placement agent. The terms of the investment were identical to those of the Placement Agent Offering described above. Based on the deal price of $0.2153 per unit, the accredited investor received 464,468 units.”

CytoDyn Inc. issued 3,944,773 shares of common stock of common stock to accredited investor for approximately $1.0 million in cash.

“On January 23, 2026, in a private sale by the Company directly to an accredited investor, the Company issued a total of 3,944,773 shares of common stock in exchange for total gross cash proceeds to the Company of approximately $1.0 million.”

CytoDyn Inc. issued approximately 81.4 million units of unit to accredited investors through a placement agent for approximately $17.5 million in cash.

“On February 27, 2026, the Company concluded a private offering to accredited investors of units through a placement agent that commenced in January 2026 (the “Placement Agent Offering”). Each unit consists of one share of common stock and one warrant to purchase one share of common stock. The purchase price per unit, $0.2153 (the “deal price”), was equal to 90% of the lower of the intraday volume weighted average prices of the common stock as of the first closing on January 30, 2026, and the final closing on February 27, 2026. As of the date of this filing, the Company has received binding subscription agreements to purchase a total of approximately 81.4 million units for a total of approximately $17.5 million in cash.”

CytoDyn Inc.: Amended certificate of incorporation to increase authorized shares of common stock from 1,750,000,000 to 2,250,000,000 (effective 2025-11-21).

“On November 21, 2025, the Company filed with the Secretary of State of the State of Delaware a Certificate of Amendment (the “Certificate of Amendment”) to its Certificate of Incorporation, increasing the total number of authorized shares of common stock, par value $0.001 per share, from 1,750,000,000 to 2,250,000,000.”

CytoDyn Inc. issued shares of Common Stock, $0.001 par value per share of common stock to YA II PN, Ltd. (Yorkville) for 98% of the lowest daily VWAP during the three consecutive trading days.

“from the Company, shares of the Company’s common stock, $0.001 par value per share (“Common Stock”). At the Company’s option, the shares of Common Stock would be purchased at 98% of the lowest daily VWAP (as defined below) during the three consecutive trading days (the “Pricing Period”) commencing on the date (each, an “Advance Notice Date”) the Company”

CytoDyn Inc. engaged CBIZ CPAs P.C. as its auditor.

“CBIZ was engaged as the Company’s independent registered public accounting firm for its fiscal year ending May 31, 2025”

Marcum LLP resigned as auditor of CytoDyn Inc..

“the Company was notified by Marcum by letter that Marcum resigned as the Company’s independent registered public accounting firm as of that date”

Robert E. Hoffman was appointed as Chief Financial Officer at CytoDyn Inc..

“On May 2, 2025, the Company entered into an agreement with Robert E. Hoffman (“Mr. Hoffman”), under which Mr. Hoffman will serve as the Company’s Chief Financial Officer (“CFO”), effective May 15, 2025 (the “Employment Agreement”).”

CytoDyn Inc. dismissed BF Borgers CPA PC as its auditor.

“On May 6, 2024, CytoDyn Inc. (the “Company”), at the direction of the Audit Committee of the Company’s Board of Directors (the “Audit Committee”), dismissed BF Borgers CPA PC (“BF Borgers”) as the Company’s independent registered public accounting firm.”

CytoDyn Inc. terminated Letter Agreement with Samsung BioLogics Co., Ltd. valued at $43,821,231.32 total balance, $250,000 due by Dec 31, 2024, remainder contingent on Revenue event (effective 2024-04-03).

“On April 3, 2024, CytoDyn Inc. (the “Company”) and Samsung BioLogics Co., Ltd. (“Samsung”) executed an agreement (the “Letter Agreement”), wherein the parties reached agreement for an orderly process for winding down services and a restructuring of the amount payable by the Company to Samsung (the “Total Balance”).”

Antonio Migliarese resigned as CFO at CytoDyn Inc..

“On January 23, 2024, Antonio Migliarese informed the Company that he would be resigning from his position as CFO, effective January 31, 2024.”

Mitchell Cohen was appointed as Interim CFO at CytoDyn Inc..

“On January 10, 2024, the Company entered into an agreement with Rapid Deployment LLC d/b/a InterimExecs (“InterimExecs”), under which Mitchell Cohen will serve as the Company’s Interim CFO, effective February 1, 2024.”

Jacob P. Lalezari was appointed as Chief Executive Officer at CytoDyn Inc..

“On January 26, 2024, CytoDyn Inc., a Delaware corporation (the “Company”), entered into an employment agreement with Jacob P. Lalezari, M.D. (the “Employment Agreement”), under which he will be employed as the Company’s Chief Executive Officer and will serve as its principal executive officer, effective as of January 26, 2024.”

CytoDyn Inc. terminated Master Services Agreement with Samsung BioLogics Co., Ltd. (effective 2023-11-21).

“On November 21, 2023, Samsung BioLogics Co., Ltd. (“Samsung”), informed CytoDyn Inc., a Delaware corporation (the “Company”), of Samsung’s intent to terminate, effective January 5, 2024, the Master Services Agreement (the “Agreement”) entered into between Samsung and the Company in April 2019.”

Antonio Migliarese changed role as interim President at CytoDyn Inc..

“Antonio Migliarese, who was appointed as interim President on May 18, 2023, ceased being interim President on November 17, 2023, but will continue in his roles of Chief Financial Officer and Treasurer, as well as serving as the Company’s principal accounting officer.”

Jacob P. Lalezari, M.D. was appointed as interim CEO at CytoDyn Inc..

“On November 17, 2023, CytoDyn Inc., a Delaware corporation (the “Company”), entered into an employment agreement with. Jacob P. Lalezari, M.D. (the “Employment Agreement”), under which he will be employed as the Company’s interim CEO on an at-will basis, effective November 17, 2023.”

CytoDyn Inc.: Increased authorized shares of common stock from 1,350,000,000 to 1,750,000,000 (effective 2023-11-09).

“On November 9, 2023, the Company filed with the Secretary of State of the State of Delaware a Certificate of Amendment (the “Certificate of Amendment”) to its Certificate of Incorporation, increasing the total number of authorized shares of common stock, par value $0.001 per share, from 1,350,000,000 to 1,750,000,000.”

CytoDyn Inc. shareholders approved Vote to amend the Company’s certificate of incorporation to increase the total number of authorized shares of common stock from 1,350,000,000 to 1,750,000,000 shares at the 2023-11-09 meeting.

“The stockholders approved an amendment to the Company’s certificate of incorporation to increase the total number of authorized shares of common stock from 1,350,000,000 to 1,750,000,000 shares.”

CytoDyn Inc. shareholders approved Advisory vote on compensation of named executive officers at the 2023-11-09 meeting.

“The stockholders approved, on an advisory basis, the compensation paid to the Company’s named executive officers.”

CytoDyn Inc. shareholders approved Election of Directors at the 2023-11-09 meeting.

“The stockholders elected each of the Company’s director nominees to serve until the Company’s 2024 annual meeting of stockholders and until their successors are duly elected and qualified or until their earlier death, resignation or removal.”

CytoDyn Inc. engaged BF Borgers CPA PC as its auditor.

“On October 6, 2023, the Audit Committee engaged BF Borgers CPA PC (“BF Borgers”) and appointed the firm as the Company’s independent registered public accounting firm for the Company’s fiscal year ended May 31, 2024.”

Cyrus Arman was appointed as Senior Vice President, Business Operations at CytoDyn Inc..

“Dr. Cyrus Arman, on medical leave since May 18, 2023, after serving as the President and principal executive officer of CytoDyn Inc. (the “Company”) since July 9, 2022, resigned as the Company’s President and principal executive officer on July 6, 2023, and returned to the Company as its Senior Vice President, Business Operations, a nonexecutive position in which he will work reduced hours, effective July 7, 2023.”

Antonio Migliarese was appointed as acting principal executive officer at CytoDyn Inc..

“On May 18, 2023, the Company’s Board of Directors appointed Antonio Migliarese as acting principal executive officer of the Company on an interim basis.”

Dr. Cyrus Arman changed role as President at CytoDyn Inc..

“Dr. Cyrus Arman, President of CytoDyn Inc. (the “Company”) and the Company’s principal executive officer, recently informed the Company that he will be taking a medical leave of absence.”

Scott A. Kelly M.D. resigned as Chief Medical Officer at CytoDyn Inc..

“On December 19, 2022, the Company and Scott A. Kelly M.D., the Company’s Chief Medical Officer, agreed that Dr. Kelly will resign from his role at the Company, effective immediately.”

CytoDyn Inc. shareholders approved Advisory Vote on Compensation of Named Executive Officers at the 2022-12-09 meeting.

“3. Advisory Vote on Compensation of Named Executive Officers ​ For ​ Against ​ Abstentions ​ Broker Non-Votes 215,052,452 34,041,247 10,175,984 ​ 191,465,083 ​ ​ The stockholders voted to approve, on an advisory basis, the compensation paid to the Company’s named executive officers.”

CytoDyn Inc. shareholders approved Ratification of Appointment of Independent Registered Public Accounting Firm at the 2022-12-09 meeting.

“2. Ratification of Appointment of Independent Registered Public Accounting Firm ​ ​ ​ For ​ Against ​ Abstentions 434,093,397 5,374,268 11,267,101 ​ The stockholders voted to ratify the selection of Macias Gini & O’Connell LLP as the Company’s independent registered public accounting firm for the fiscal year ending May 31, 2023.”

CytoDyn Inc. shareholders approved Election of Directors at the 2022-12-09 meeting.

“1. Election of Directors ​ ​ ​ ​ Company Nominee ​ For ​ Withheld ​ Broker Non-Votes Tanya Durkee Urbach ​ 249,070,313 ​ 10,199,370 ​ 191,465,083 Lishomwa C. Ndhlovu, M.D., Ph.D. ​ 249,288,063 ​ 9,981,620 ​ 191,465,083 Karen J. Brunke, Ph.D. ​ 251,975,382 ​ 7,294,301 ​ 191,465,083 Ryan Dunlap ​ 252,056,789 ​ 7,212,894 ​ 191,465,083 Stephen M. Simes ​ 252,211,525 ​ 7,058,158 ​ 191,465,083 ​ The stockholders voted to elect each of the Company’s director nominees to serve until the Company’s 2023 annual meeting of stockholders and until their successors are duly elected and qualified or until their earlier death, resignation or removal.”

CytoDyn Inc. amended Second Amendment to the Surety Bond Backstop Agreement with David Fairbank Welch, LRFA, LLC, and certain other related parties (collectively, the Indemnitors) (effective 2022-12-01).

“Effective December 1, 2022, CytoDyn Inc. (the “Company”) entered into an amendment (the “Second Amendment”) to the Surety Bond Backstop Agreement, as previously amended on July 18, 2022 (the “First Amendment”), and initially entered into by the Company with David Fairbank Welch, both individually and in his capacity as trustee of a revocable trust, LRFA, LLC, a Delaware limited liability company, and certain other related parties (collectively, the “Indemnitors”), effective February 14, 2022.”

Nitya G. Ray resigned as Chief Technology Officer at CytoDyn Inc..

“On November 21, 2022, the Company and Nitya G. Ray, Ph.D., the Company’s Chief Technology Officer, agreed that Dr. Ray will resign from his role at the Company, effective immediately.”

Stephen M. Simes was appointed as Director at CytoDyn Inc..

“On October 13, 2022, the Company’s Board of Directors (the “Board”) approved the appointment of Stephen M. Simes (“Mr. Simes”) as a director of the Company, effective October 13, 2022.”

Scott A. Kelly resigned as Director at CytoDyn Inc..

“On October 13, 2022, Scott A. Kelly, M.D. (“Dr. Kelly”) provided written notice to the Board Chair of CytoDyn Inc. (the “Company”) of his resignation as a director of the Company, effective immediately.”

Ryan Dunlap was appointed as director at CytoDyn Inc..

“On August 24, 2022, the Board of Directors (the “Board”) of CytoDyn Inc. (the “Company”) approved the appointment of Ryan Dunlap (“Mr. Dunlap”), as a director of the Company, effective August 25, 2022.”

Antonio Migliarese changed role as Chief Financial Officer, Corporate Secretary and Treasurer at CytoDyn Inc..

“Antonio Migliarese, who was appointed as interim President on January 24, 2022, will cease to be President on July 9, 2022, but will continue in his roles of Chief Financial Officer, Corporate Secretary and Treasurer, as well as serving as the Company’s principal accounting officer.”

Cyrus Arman was appointed as President at CytoDyn Inc..

“entered into an employment agreement with Cyrus Arman, Ph.D. (the “Employment Agreement”), under which he will be employed as the Company’s President on an at-will basis beginning on July 9, 2022.”

Jordan G. Naydenov resigned as Board member at CytoDyn Inc..

“On May 17, 2022, Jordan G. Naydenov provided written notice to the Company’s Corporate Secretary of his resignation as a Board member of the Company as of May 17, 2022.”

Christopher P. Recknor changed role as Senior Director of Research and Development at CytoDyn Inc..

“Christopher P. Recknor, M.D., will serve as Senior Director of Research and Development, but will no longer be an executive officer of the Company as defined in the rules of the Securities and Exchange Commission.”

Nitya G. Ray changed role as Chief Operating Officer at CytoDyn Inc..

“Nitya G. Ray, Ph.D., will continue in his role as Chief Technology Officer, but will no longer serve as Chief Operating Officer.”

Karen J. Brunke was appointed as director at CytoDyn Inc..

“On March 27, 2022, the Board of Directors (the “Board”) of CytoDyn Inc. (the “Company”) approved the appointment of Karen J. Brunke, Ph.D., as a director of the Company, subject to satisfactory completion of a background check.”

Antonio Migliarese was elected as interim President at CytoDyn Inc..

“Also on January 24, 2022, the Board elected Antonio Migliarese interim President of the Company.”

Nader Z. Pourhassan was terminated as President and Chief Executive Officer at CytoDyn Inc..

“On January 24, 2022, the Board of Directors (the “Board”) of CytoDyn Inc. (the “Company”) terminated the employment of the Company’s President and Chief Executive Officer, Nader Z. Pourhassan, Ph.D., and removed him as an officer of the Company.”

Harish Seethamraju resigned as Director at CytoDyn Inc..

“On December 15, 2021, Harish Seethamraju, M.D., notified the Chairman of the Board of CytoDyn Inc. (the “Company”) of his resignation from the Board of Directors, effective immediately.”

Samir R. Patel departed as Director at CytoDyn Inc..

“On August 4, 2021, Alan P. Timmins and Samir R. Patel, M.D., each notified the Chairman of the Board of CytoDyn Inc. (the “Company”) that he will not be standing for reelection as a director at the Company’s annual meeting of stockholders to be held on October 28, 2021 (the “Annual Meeting”).”

Alan P. Timmins departed as Director at CytoDyn Inc..

“On August 4, 2021, Alan P. Timmins and Samir R. Patel, M.D., each notified the Chairman of the Board of CytoDyn Inc. (the “Company”) that he will not be standing for reelection as a director at the Company’s annual meeting of stockholders to be held on October 28, 2021 (the “Annual Meeting”).”

Gordon A. Gardiner was appointed as Director at CytoDyn Inc..

“On June 30, 2021, the Board of Directors (the “Board”) of CytoDyn Inc. (the “Company”) approved the appointment of Gordon A. Gardiner as a director of the Company, effective July 1, 2021.”