aibioCytoDyn extends two $28.5 million convertible notes by 36 months, cuts interest to 5%
Tickers CYDY
CytoDyn and the holders of two $28.5 million convertible notes agreed to extend both maturities by 36 months, to April 2029. In return, the company will pay $1,000,000 a month in common stock, and the interest rate falls to 5%.
Key facts
- Company
- CytoDyn Inc. (OTC: CYDY)
- News type
- Debt Financing
- Primary source
- CytoDyn Inc. 8-K (2026-03-24)
CytoDyn Inc. (OTC: CYDY) said in a Form 8-K dated March 24, 2026 that it and the holders of two secured convertible promissory notes agreed that day to extend the maturity date of each note by 36 months. The notes were issued under securities purchase agreements dated April 2, 2021 and April 23, 2021. Each had an initial principal amount of $28.5 million.
The maturities had already been pushed back through earlier negotiations, to April 5, 2026 for the first note and April 23, 2026 for the second. The new maturity dates are April 5, 2029 and April 23, 2029. The 8-K is signed by Robert E. Hoffman, chief financial officer.
What the noteholders receive
In return for the extension, CytoDyn agreed to make a monthly payment covering both notes, in the total amount of $1,000,000, in shares of common stock. The share count for each payment is based on the previous trading day's closing price or the average of the closing prices over the previous five trading days, whichever is lower. Monthly payments will run through the extended maturity dates. The annual interest rate on each note also falls to 5%.
The 8-K does not name the noteholders. It refers only to "the holders of Note 1 and Note 2," and it names no lender, trustee, collateral agent, placement agent or counsel for the transaction.
The notes and the dilution question
The notes are secured. The 8-K describes the extension as the result of subsequent negotiations on notes first issued in 2021, not as a new financing, and it does not give the balance still outstanding on either note, the amounts already converted or repaid, or the conversion price. Because the payments are made in stock priced at the lower of two recent measures, the number of shares issued each month depends on the stock price, which the 8-K does not state.
A fixed $1,000,000 monthly payment in shares means the company will issue more shares if the price falls. The 8-K does not say how many shares have been issued under the notes to date, and it gives no price for the March 24 agreement.
The annual report filed July 25, 2025, for the fiscal year ended May 31, 2025, says the company will pursue non-dilutive financing such as license agreements, co-development or strategic partnerships. That report predates this extension by months, and the 8-K does not mention that policy.
Where the company stands
The annual report describes leronlimab, a CCR5-targeting antibody, as the company's only product candidate in clinical development. It lists a Phase II trial in relapsed or refractory microsatellite stable colorectal cancer, further solid-tumor studies including metastatic triple-negative breast cancer, and a longer-acting version of the drug. It says the company "may need significant additional funding" for that strategy.
The cover page of the 8-K lists no securities registered under Section 12(b) and no exchange. The 8-K does not describe the company's cash on hand, it gives no date for the monthly stock payments to begin, and it does not say how the company expects to repay the principal of either note. It is filed under Item 1.01, which covers entry into a material definitive agreement. What the 8-K does say is that the maturities move to 2029, the interest rate falls to 5%, and the monthly $1,000,000 payments are made in common stock.