CytoDyn (CYDY) director receives 574,385 non-qualified stock options at $0.28

Rhea-AI Filing Summary

CytoDyn Inc. director Karen J. Brunke received a grant of non-qualified stock options covering 574,385 shares of common stock. The options have an exercise price of $0.28 per share and were approved as her annual fiscal 2026 grant under CytoDyn's 2012 Equity Incentive Plan.

The award vests in 12 approximately equal monthly installments from April 2026 through March 2027, subject to continuous service. Following this grant, Brunke holds 574,385 derivative securities in the form of these options directly.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Brunke Karen J

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Non-qualified stock option (right to buy)	574,385	$0.00	--

Holdings After Transaction: Non-qualified stock option (right to buy) — 574,385 shares (Direct)

Footnotes (1)

1. This grant was approved by the Company's Compensation Committee on March 20, 2026, and represents the annual grant to the individual for fiscal year 2026 consistent with past practice in recent years. This award was made in compliance with, and uses shares that are specifically reserved for issuance to employees, directors, and certain outside consultants under, the Issuer's 2012 Equity Incentive Plan, as amended (the "2012 Plan"). The stock option will vest in 12 approximately equal installments on the same day of each month of Continuous Service (as the term is defined in the 2012 Plan) beginning April 2026 through March 2027.

Form 4 Insider Transactions: What Each Field Means →

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^*

Brunke Karen J

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/20/2026

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)	$0.28	03/20/2026		A		574,385(1)		(2)	03/20/2036	Common Stock	574,385	$0	574,385	D

Explanation of Responses:

1. This grant was approved by the Company's Compensation Committee on March 20, 2026, and represents the annual grant to the individual for fiscal year 2026 consistent with past practice in recent years. This award was made in compliance with, and uses shares that are specifically reserved for issuance to employees, directors, and certain outside consultants under, the Issuer's 2012 Equity Incentive Plan, as amended (the "2012 Plan").

2. The stock option will vest in 12 approximately equal installments on the same day of each month of Continuous Service (as the term is defined in the 2012 Plan) beginning April 2026 through March 2027.

	/s/ Tyler Blok, Attorney-in-Fact for Karen J Brunke	03/24/2026
	** 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)

FAQ

What did Karen J. Brunke receive in this CytoDyn (CYDY) Form 4 filing?

Karen J. Brunke received a grant of 574,385 non-qualified stock options. These options give her the right to buy CytoDyn common shares at a fixed exercise price, as part of her annual equity compensation for fiscal year 2026 under the company’s 2012 Equity Incentive Plan.

What is the exercise price of the CytoDyn (CYDY) stock options granted to Karen Brunke?

The granted stock options have an exercise price of $0.28 per share. This means Brunke can purchase CytoDyn common stock at $0.28 for each of the 574,385 optioned shares, subject to vesting and other terms outlined in the company’s 2012 Equity Incentive Plan.

How do the new CytoDyn (CYDY) options granted to Karen Brunke vest?

The options will vest in 12 approximately equal monthly installments from April 2026 through March 2027. Vesting requires continuous service, meaning Brunke must remain in qualifying service with CytoDyn to receive each monthly portion of the 574,385-share award over that period.

Is this CytoDyn (CYDY) option grant to Karen Brunke part of a regular compensation program?

Yes. The grant is described as the annual grant for fiscal year 2026, consistent with past practice. It uses shares reserved under CytoDyn’s 2012 Equity Incentive Plan, indicating this is a routine equity compensation award for employees, directors, and certain outside consultants.

How many CytoDyn (CYDY) derivative securities does Karen Brunke hold after this Form 4 transaction?

After the transaction, Brunke holds 574,385 derivative securities in the form of non-qualified stock options. All of these options relate to CytoDyn common stock and were acquired in this single grant, with no sales or exercises reported in the same Form 4 filing.

What type of transaction code appears in this CytoDyn (CYDY) Form 4 for Karen Brunke?

The transaction is coded “A,” meaning a grant, award, or other acquisition of derivative securities. It reflects an equity compensation award rather than an open-market purchase or sale, and there were no buy or sell transactions reported alongside this option grant in the filing.