[Form 4] Dyadic International, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Dyadic International, Inc. (DYAI) – Form 4 insider filing

Director Arindam Bose reported changes in his beneficial ownership effective 20 June 2025.

• Non-derivative transaction (Table I): Code M indicates the exercise/settlement of Restricted Stock Units (RSUs), resulting in the acquisition of 10,776 common shares. Post-transaction, Bose directly owns 61,535 DYAI shares.
• Derivative transactions (Table II): • One RSU grant (10,776 units) was settled into common stock (Code M). • A separate RSU grant of identical size was forfeited upon Bose’s retirement from the Board (Code D). No derivative securities remain outstanding for the reporting person.
• Reason for changes: Vested RSUs were converted to stock, while unvested RSUs were forfeited in connection with the director’s retirement.

The filing does not disclose any purchase price (exercise price shown as $0), suggesting these were cost-free equity settlements typical of service-based RSUs. The net effect is a shift of Bose’s exposure from derivative to direct equity ownership without cash inflow/outflow for DYAI. No additional corporate events, earnings data or large-scale insider sales are reported in this filing.

Positive

• Director retains 61,535 common shares, indicating continued equity alignment even after retirement.
• No insider sales or cash transactions recorded, avoiding negative market signals.

Negative

• Loss of board member due to retirement may necessitate governance adjustments.
• 10,776 RSUs forfeited, eliminating potential future equity incentive alignment from that grant.

Insights

Securities Analyst

TL;DR: Routine RSU vesting; minor share increase; neutral impact.

This Form 4 reflects administrative equity housekeeping linked to Arindam Bose’s board retirement. The conversion of 10,776 RSUs into common stock slightly raises his direct stake to 61,535 shares, signalling he retains equity exposure despite stepping down. The simultaneous forfeiture of an equal RSU block eliminates potential future dilution from that grant. Because no open-market buying or selling occurred and the share count involved is modest relative to DYAI’s float, the transaction is unlikely to affect valuation or trading dynamics. Investors may view continued ownership as modestly reassuring, yet overall materiality remains low.

Corporate Governance Expert

TL;DR: Director exits board; equity settles per plan; governance neutral.

The filing highlights a standard retirement transition: RSUs that had vested transfer into stock, unvested units lapse. No red flags emerge regarding unusual compensation, acceleration, or insider sales. Bose’s maintained holdings reduce perception of abrupt disengagement, supporting governance continuity. Nonetheless, his departure removes an experienced director; investors should monitor forthcoming board composition disclosures for skill-set replacement. Overall, the reported equity moves are procedural and carry minimal governance risk.

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

X

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^*

Bose Arindam

(Last) (First) (Middle)

C/O DYADIC INTERNATIONAL, INC.

1044 NORTH U.S. HIGHWAY ONE, SUITE 201

(Street)

JUPITER FL 33477-5094

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
DYADIC INTERNATIONAL INC [ DYAI ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
06/20/2025

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

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

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

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
Common Stock	06/20/2025		M		10,776	A	(1)	61,535	D

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
Restricted Stock Unit	(1)	06/20/2025		M			10,776(1)	(1)	(1)	Common Stock	10,776	$0	0	D
Restricted Stock Unit	(2)	06/20/2025		D			10,776(2)	(2)	(2)	Common Stock	10,776	$0	0	D

Explanation of Responses:

1. The restricted stock units vested upon retirement from service as a member of the board of directors.

2. The restricted stock units were forfeited upon retirement from service as a member of the board of directors.

	/s/ Ping Rawson, attorney-in-fact	06/24/2025
	** 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.
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FAQ

How many Dyadic International (DYAI) shares did Arindam Bose acquire on 20-Jun-2025?

He acquired 10,776 common shares via RSU conversion.

What is Arindam Bose’s total DYAI shareholding after the Form 4 transactions?

Bose now directly owns 61,535 DYAI shares.

Were any derivative securities remaining after the reported transactions?

No. All reported RSUs were either converted to stock or forfeited, leaving zero derivative securities outstanding.

Did the Form 4 disclose any open-market purchases or sales by the director?

No. The filing only shows RSU settlement (Code M) and forfeiture; no market trades occurred.

Why were some RSUs forfeited according to the Form 4 explanation?

The RSUs were forfeited upon Bose’s retirement from Dyadic’s Board, as detailed in the explanation of responses.