DYADIC International (NASDAQ: DYAI) trustee reports 11.58% stake in 13G/A

Rhea-AI Filing Summary

DYADIC INTERNATIONAL INC Amendment No. 2 to a Schedule 13G/A states that Francisco Trust beneficially owns 4,328,045 shares of common stock, representing 11.58% of the class. The filing corrects an immaterial error in a prior 13G/A and reconfirms no transactions since the prior filing.

The filing explains the ownership total includes 3,375,664 shares held outright and 952,381 shares issuable upon conversion of a convertible promissory note dated March 8, 2024 convertible at $1.05 per share. The filing cites 36,438,703 shares outstanding as of May 12, 2026 as the base for percentage calculations.

Insights

Securities Compliance Specialist

Amendment corrects a reporting error and reconfirms disclosed holdings.

The amendment states a corrected beneficial ownership total of 4,328,045 shares and reiterates the filing is a remedial update to a prior 13G/A. The percentage is calculated using 36,438,703 shares outstanding as of May 12, 2026.

The note conversion detail—952,381 shares convertible at $1.05—is material to the composition of the position; timing and cash‑flow treatment of any conversion are not described in the excerpt.

Investor Relations Analyst

This is an ownership disclosure, not an active trading event.

The filing clarifies beneficial ownership and confirms no transactions since the prior filing dated May 11, 2026. The disclosed split between held shares and convertible note interest helps explain potential future dilution if conversion occurs.

Subsequent filings would be needed to show any conversion or sale activity; cash‑flow treatment from conversion is not provided in the excerpt.

Key Figures

Beneficial ownership: 4,328,045 shares Percent of class: 11.58% Directly held shares: 3,375,664 shares +3 more

6 metrics

Beneficial ownership 4,328,045 shares Total beneficially owned reported in Amendment No.2

Percent of class 11.58% Calculated using 36,438,703 shares outstanding as of May 12, 2026

Directly held shares 3,375,664 shares Shares held outright by Francisco Trust

Shares issuable on conversion 952,381 shares Conversion right under promissory note dated March 8, 2024

Conversion price $1.05 Per share conversion price under amended note

Shares outstanding used 36,438,703 shares Outstanding shares as of May 12, 2026 used for percentage calculation

Key Terms

Schedule 13G/A, beneficially owned, convertible promissory note, conversion price

4 terms

Schedule 13G/A regulatory

"Amendment No. 2 to a Schedule 13G/A states that Francisco Trust beneficially owns"

A Schedule 13G/A is an amended public filing with the U.S. securities regulator that updates a previous Schedule 13G, disclosing when an individual or group holds a substantial (typically over 5%) stake in a company and is claiming a passive, non‑controlling intent. Investors monitor these updates because rising or falling holdings can signal changing confidence, potential future moves, or shifts in voting power — like watching a public ledger where large shareholders quietly adjust their positions.

beneficially owned financial

"Amount beneficially owned: 4,328,045.00 (b) Percent of class: 11.58 %"

Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.

convertible promissory note financial

"issuable upon conversion of a convertible promissory note issued on March 8, 2024"

A convertible promissory note is a loan a company takes now that can later be turned into shares instead of being repaid in cash. Think of it as lending money with the option to accept ownership in the business down the road; that matters to investors because it affects who gets paid first, how much ownership existing shareholders keep, and the company’s future valuation and cash needs. Terms such as conversion price, interest and maturity determine the financial impact.

conversion price financial

"Such note, as amended, is convertible at a per share price of $1.05"

The conversion price is the fixed price at which a convertible security, like a bond or preferred stock, can be exchanged for shares of common stock. It acts like a set rate that determines how many shares an investor can receive if they choose to convert their investment. This helps investors understand the value and potential benefits of converting their securities into company shares.

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

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FAQ

What does DYAI's Amendment No. 2 13G/A report?

It reports that Francisco Trust beneficially owns 4,328,045 shares (11.58%). The filing corrects an immaterial error and reconfirms no transactions since the prior 13G/A filed May 11, 2026.

How many shares does Francisco Trust directly hold in DYAI?

The trust directly holds 3,375,664 shares. The filing states the remainder of the position comes from conversion rights under a promissory note dated March 8, 2024.

What is the convertible note detail mentioned in the DYAI filing?

The filing shows 952,381 shares are issuable upon conversion of a promissory note convertible at $1.05 per share. The note was issued on March 8, 2024 and later amended.

What share count did the filing use to calculate the 11.58% stake?

The percentage is based on 36,438,703 shares outstanding as of May 12, 2026, as disclosed in the issuer's Form 10-Q filed May 13, 2026, per the amendment.

Does the amendment report any trades by Francisco Trust?

No. The amendment states the reporting person "has not engaged in any transactions" in the issuer's common stock since the 13G/A filed on May 11, 2026.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 2)

DYADIC INTERNATIONAL INC

(Name of Issuer)

Common Stock

(Title of Class of Securities)

26745T101

(CUSIP Number)

12/23/2025

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

schemaVersion:

SCHEDULE 13G

CUSIP Number(s): 26745T101

1

Names of Reporting Persons

Francisco Trust under agreement dated February 28, 1996

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

ILLINOIS

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 4,328,045.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 4,328,045.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

4,328,045.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

11.58 %

12

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person: The number of shares beneficially owned represents (i) 3,375,664 shares of common stock held by the reporting person, and (ii) 952,381 shares of common stock the reporting person has the right to acquire upon conversion of a convertible promissory note issued on March 8, 2024 by the issuer to the reporting person, as such note has been amended. Such note, as amended, is convertible at a per share price of $1.05. This 13G/A is being filed to correct an immaterial error in the number of shares of the issuer's common stock reported as beneficially owned by the reporting person in its 13G/A filed on May 11, 2026. The reporting person has not engaged in any transactions in the issuer's common stock since the filing of its 13G/A on May 11, 2026. All percentages calculated in this Schedule 13G/A, calculated in accordance with applicable rules of the Securities and Exchange Commission (the "SEC"), are based upon an aggregate of 36,438,703 shares outstanding of the issuer's common stock on May 12, 2026, as disclosed in the issuer's Quarterly Report on Form 10-Q filed with the SEC on May 13, 2026.

SCHEDULE 13G

Item 1.
(a)	Name of issuer: DYADIC INTERNATIONAL INC
(b)	Address of issuer's principal executive offices: 1044 North U.S. Highway One, Suite 201, Jupiter, Florida, 33477
Item 2.
(a)	Name of person filing: Francisco Trust under agreement dated February 28, 1996
(b)	Address or principal business office or, if none, residence: 606 Dauphine Avenue, Northbrook, IL 60062
(c)	Citizenship: Florida
(d)	Title of class of securities: Common Stock
(e)	CUSIP No.: 26745T101
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: 4,328,045.00
(b)	Percent of class: 11.58 %
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 4,328,045.00
	(ii) Shared power to vote or to direct the vote: 0
	(iii) Sole power to dispose or to direct the disposition of: 4,328,045.00
	(iv) Shared power to dispose or to direct the disposition of: 0
Item 5.	Ownership of 5 Percent or Less of a Class.
	Not Applicable
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	Not Applicable
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Francisco Trust under agreement dated February 28, 1996

Signature:	/s/ Thomas Emalfarb
Name/Title:	Thomas Emalfarb, Trustee
Date:	07/06/2026