Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
DOCKERY CARL
  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)
(Last)
(First)
(Middle)
1111 MAIN STREET, SUITE 660
3. Date of Earliest Transaction (Month/Day/Year)
11/16/2018
(Street)

VANCOUVER, WA 98660
4. If Amendment, Date 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
(City)
(State)
(Zip)
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 11/16/2018   A   7,578,095 A (1) (2) 7,578,095 I See Footnote (3)

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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 Underlying Securities
(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 of Derivative Security: 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
Stock Options (right to buy) $ 0.81 11/16/2018   A   33,973   06/01/2015 10/06/2024 Common Stock 33,973 (1) (2) 33,973 D  
Stock Options (right to buy) $ 0.975 11/16/2018   A   50,000   09/01/2016 06/01/2025 Common Stock 50,000 (1) (2) 50,000 D  
Stock Options (right to buy) $ 1.09 11/16/2018   A   50,000   06/01/2017 06/01/2026 Common Stock 50,000 (1) (2) 50,000 D  
Stock Options (right to buy) $ 0.57 11/16/2018   A   75,000     (4) 06/01/2027 Common Stock 75,000 (1) (2) 75,000 D  
Stock Options (right to buy) $ 0.56 11/16/2018   A   136,563   02/07/2018 02/07/2028 Common Stock 136,563 (1) (2) 136,563 D  
Stock Options (right to buy) $ 0.49 11/16/2018   A   100,000     (5) 06/08/2028 Common Stock 100,000 (1) (2) 100,000 D  
Stock Options (right to buy) $ 0.565 11/16/2018   A   250,000   11/08/2018 11/08/2028 Common Stock 250,000 (1) (2) 250,000 D  
Warrants (right to buy) $ 0.5 11/16/2018   A   75,000   02/06/2015 02/28/2020 Common Stock 75,000 (1) (2) 75,000 I See Footnote (3)
Warrants (right to buy) $ 0.675 11/16/2018   A   1,000,000   06/24/2015 06/24/2020 Common Stock 1,000,000 (1) (2) 1,000,000 I See Footnote (3)
Warrants (right to buy) $ 0.75 11/16/2018   A   33,333   01/31/2018 07/28/2022 Common Stock 33,333 (1) (2) 33,333 I See Footnote (3)
Warrants (right to buy) $ 0.75 11/16/2018   A   66,667   01/31/2018 01/31/2023 Common Stock 66,667 (1) (2) 66,667 I See Footnote (3)
Warrants (right to buy) $ 0.5 11/16/2018   A   250,000   09/26/2014 12/31/2019 Common Stock 250,000 (1) (2) 250,000 I See Footnote (3)

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
DOCKERY CARL
1111 MAIN STREET, SUITE 660
VANCOUVER, WA 98660
  X      

Signatures

 /s/ Michael D. Mulholland, as attorney-in-fact   11/16/2018
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) On November 16, 2018, CytoDyn Inc. completed a holding company reorganization in which CytoDyn Inc. ("Old CytoDyn") merged with and into a wholly-owned subsidiary of Point NewCo Inc. (which has been renamed CytoDyn Inc.) ("New CytoDyn") with Old CytoDyn continuing as the surviving corporation and as a wholly-owned subsidiary of New CytoDyn (the "Holding Company Reorganization"). In the Holding Company Reorganization, each outstanding share of Old CytoDyn capital stock (including common stock and Series B preferred stock) was disposed of in exchange for an equivalent share of New CytoDyn capital stock, and each Old CytoDyn warrant, convertible promissory note and stock option was converted into an equivalent right to purchase New CytoDyn common stock.
(2) In connection with the transactions consummated on November 16, 2018, immediately after the effective time of the Holding Company Reorganization, New CytoDyn issued to ProstaGene, LLC 27,000,000 newly issued shares of New CytoDyn common stock (representing approximately 6.5% of the total number of outstanding shares of New CytoDyn common stock, after giving effect to such issuance).
(3) The reported securities are held by Alpha Venture Capital Partners, L.P. ("AVCP") and Alpha Venture Capital Fund, L.P. ("ACVF"), with 7,347,326 shares held by AVCP and 230,769 shares held by AVCF. Carl Dockery is the sole member of Alpha Advisors, LLC, the investment advisor for AVCP and AVCF, and is the managing member of Alpha Venture Capital Management, LLC, the general partner of AVCP and AVCF. Mr. Dockery disclaims beneficial ownership of the securities held by AVCP and AVCF, except to the extent of his pecuniary interest in such securities.
(4) The options (including predecessor options) vest in four equal quarterly installments commencing on September 1, 2017.
(5) The options (including predecessor options) vest in four equal quarterly installments commencing on September 1, 2018.

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