CytoDyn CEO Robert E. Hoffman granted 2.5M options

The grant provides for a 625,000-share vesting tranche in October 2027, with the balance vesting monthly through October 2030, subject to Continuous Service.

Rhea-AI Filing Summary

CytoDyn Inc. Chief Executive Officer Robert E. Hoffman acquired a grant of 2,500,000 non-qualified stock options on October 20, 2026, covering 2,500,000 common shares at an exercise price of $0.25 per share. The options expire October 16, 2036.

The Compensation Committee approved the grant on October 16, 2026. The vesting schedule provides for 625,000 shares to vest on October 16, 2027, with the balance vesting in equal monthly installments from November 16, 2027 through October 16, 2030, subject to Continuous Service.

Insider Trade Summary

Grant/Award: 2,500,000 shares

Grant/Award 1 txn

Insider Hoffman Robert E.

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Grant/Award	Non-qualified stock option (right to buy) F1, F2	2,500,000	$0.00	$0.00

Holdings After Transaction: Non-qualified stock option (right to buy) — 2,500,000 contracts (Direct)

Footnotes (2)

1. F1. This grant was approved by the Company's Compensation Committee on October 16, 2026, pursuant to the Issuer's 2012 Equity Incentive Plan (the "Plan").
2. F2. 625,000 shares will vest on October 16, 2027, and the balance will vest in equal monthly installments beginning on November 16, 2027 and ending on October 16, 2030, subject to Continuous Service (as the term is defined in the Plan).

Key Figures

Non-qualified stock options granted: 2,500,000 options Exercise price: $0.25 per share First vesting tranche: 625,000 shares +2 more

5 metrics

Non-qualified stock options granted 2,500,000 options Granted October 20, 2026

Exercise price $0.25 per share Options covering common shares

First vesting tranche 625,000 shares Vesting date October 16, 2027

Grant approval date October 16, 2026 Approved by the Compensation Committee

Option expiration date October 16, 2036 Non-qualified stock option grant

Key Terms

Non-qualified stock option, exercise price, 2012 Equity Incentive Plan, Continuous Service

4 terms

Non-qualified stock option financial

"Non-qualified stock option (right to buy)"

A non-qualified stock option (NSO) is a contract that lets an employee or service provider buy company shares at a fixed price for a set period, like a voucher to purchase stock later at today’s price. It matters to investors because exercising NSOs creates ordinary income for the holder and can increase share count, affecting a company’s earnings and ownership mix; think of it as a future sale that can dilute existing shareholders and has immediate tax consequences for the recipient.

exercise price financial

"exercise price of $0.25 per share"

The exercise price is the fixed amount at which you can buy or sell an asset, like a stock, when using an options contract. It matters because it helps determine whether exercising the option will be profitable or not, depending on the current market price. Think of it as the set price you agree on today to buy or sell later.

2012 Equity Incentive Plan financial

"pursuant to the Issuer's 2012 Equity Incentive Plan"

Continuous Service technical

"subject to Continuous Service"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many CYDY options did CEO Robert E. Hoffman receive, and at what exercise price?

Robert E. Hoffman received 2,500,000 non-qualified stock options covering common shares, at an exercise price of $0.25 per share. The grant was reported on October 20, 2026.

What is the vesting schedule for Robert E. Hoffman’s CYDY options?

The schedule provides for 625,000 shares to vest on October 16, 2027, with the balance vesting in equal monthly installments beginning November 16, 2027 and ending October 16, 2030. Vesting is subject to Continuous Service.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 10/20/2026 - 08:29 PM EDT Accepted by SEC EDGAR 10/20/2026 - 08:28 PM EDT Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Hoffman Robert E.

(Last) (First) (Middle)

1111 MAIN STREET, SUITE 660

(Street)

VANCOUVER WASHINGTON 98660

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
CytoDyn Inc. [ CYDY ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
10/20/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Non-qualified stock option (right to buy)	$0.25	10/20/2026		A		2,500,000(1)		(2)	10/16/2036	Common Stock	2,500,000	$0	2,500,000	D

Explanation of Responses:

1. This grant was approved by the Company's Compensation Committee on October 16, 2026, pursuant to the Issuer's 2012 Equity Incentive Plan (the "Plan").

2. 625,000 shares will vest on October 16, 2027, and the balance will vest in equal monthly installments beginning on November 16, 2027 and ending on October 16, 2030, subject to Continuous Service (as the term is defined in the Plan).

	/s/ Tyler Blok, attorney-in-fact for Robert E. Hoffman	10/20/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)