Current Report Filing (8-k)
August 23 2018 - 7:33AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
PURSUANT
TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): August 22, 2018
CytoDyn Inc.
(Exact
name of registrant as specified in its charter)
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Delaware
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000-49908
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75-3056237
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(State or other jurisdiction
of incorporation)
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(SEC
File Number)
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(I.R.S. Employer
Identification No.)
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1111 Main Street, Suite 660
Vancouver, Washington
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98660
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(Address of principal executive offices)
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(Zip Code)
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Registrants telephone number, including area code:
(360) 980-8524
Check the appropriate box below
if the Form
8-K
filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule
14a-12
under the Exchange Act (17
CFR
240.14a-12)
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Pre-commencement
communications pursuant to Rule
14d-2(b)
under the Exchange Act (17 CFR
240.14d-2(b))
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☐
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Pre-commencement
communications pursuant to Rule
13e-4(c)
under the Exchange Act (17 CFR
240.13e-4(c))
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Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule
12b-2
of the Securities Exchange Act of 1934
(§240.12b-2
of this chapter).
Emerging growth company ☐
If an emerging
growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange
Act. ☐
Item 5.08. Shareholder Director Nominations
On August 22, 2018, the board of directors (the Board) of CytoDyn Inc., a Delaware corporation (the Company), determined that the
Companys 2018 annual meeting of stockholders will be held on October 17, 2018 and established September 12, 2018 as the record date for determining stockholders entitled to notice of, and to vote at, the meeting. The Company
will publish additional details regarding time, venue and matters to be voted on at the meeting in its proxy materials to be distributed to stockholders in
mid-September
2018.
The 2018 annual meeting of stockholders is more than 30 days from the first anniversary of the Companys 2017 annual meeting of stockholders. As a
result, pursuant to Rule
14a-8
under the Securities Exchange Act of 1934, as amended, the Company has extended, to September 10, 2018, the eligibility deadline for valid stockholder proposals to be
included in the Companys proxy materials. To be eligible for inclusion, a stockholder proposal must be properly submitted in accordance with the Companys bylaws and the rules and regulations of the Securities and Exchange Commission, to
the following address:
CytoDyn Inc.
1111 Main Street, Suite 660
Vancouver, Washington 98660
Attn: Secretary
As of the date hereof, the
Company is not aware of any stockholder proposals that were properly submitted prior to the May 26, 2018 advance notice deadline previously disclosed to stockholders in accordance with the Companys bylaws.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned
hereunto duly authorized.
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CytoDyn Inc.
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August 23, 2018
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By:
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/s/ Michael D. Mulholland
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Name:
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Michael D. Mulholland
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Title:
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Chief Financial Officer
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