CytoDyn Comments on Rosenbaum/Patterson Activist Group “Plan” - Seite 2

Patient safety and data accuracy will always remain CytoDyn’s main concern. Based on its first-hand experience in working with IncellDx, CytoDyn sees any relationship between IncellDx and the Company as a liability for shareholders rather than an asset. That is why the Activist Group’s suggestion to define cancer targets using the IncellDx H-Scoring system is misguided – particularly since the Group proposes that CytoDyn license this system from IncellDx. Consider the following:

• It is clearly a direct conflict of interest for Dr. Bruce Patterson to continuously seek to force a relationship between IncellDx and CytoDyn while trying to gain a seat on the Board of Directors of CytoDyn.

• Together with his wife, Dr. Patterson owns approximately 34% of IncellDx and Jeff Beaty, another member of the Activist Group, owns about 2.3% of IncellDx. They previously failed to disclose the frequent requests for CytoDyn to purchase IncellDx for as much as $350 million. They clearly have a financial interest in licensing the IncellDx H-scoring system. While the Activist Group’s proposed slate of directors recently tried to distance themselves from any relationship between IncellDx and CytoDyn, we believe it is evident this is not truly the case.

• To add insult to injury, the Activist Group not only choose Dr. Patterson to be on its slate, it also supports the use of Dr. Patterson’s unproven test, which would allow Dr. Patterson to profit from CytoDyn.

The Activist Group’s Plan Includes Numerous Mistakes

These mistakes include the following:

• The Activist Group’s implication that CytoDyn would use Amarex as its clinical research organization (CRO) for its current oncology studies is incorrect. CytoDyn has already announced publicly that it will not be using Amarex for current oncology studies going forward and the Company is identifying and interviewing Oncology-focused CRO’s with the input of the executive team, KOL’s, and Scientific Advisory Board.⁶

• CytoDyn’s current oncology program is not dependent on the success of the potential approval of the long hauler’s indication, as the Activist Group implies. Dr. Nader Pourhassan has a proven track record of raising capital of over $420 million to support the various indications of leronlimab. By contrast, the Activist Group’s proposed slate of directors does not have a proven track record of raising capital, putting the Company potentially at financial risk. We believe the Activist Group’s financing proposal is a clear indication of their lack of experience.

• The Activist Group’s depiction of the timing for CytoDyn’s cancer trial is incorrect. The Company’s executive team is in final stage of completion of the protocol for submission of its basket trial for 22 cancers with the advice of top oncologists with clinical experience (not pathologists, such as Dr. Bruce Patterson).⁷ Current FDA guidelines estimate an approval process for a drug to be 12 years, yet CytoDyn has come close to potential approval for multiple indications in just seven years.

Shareholders should not be fooled by the Activist Group’s misleading “plan”. The bottom line is that this Group has motives and incentives that differ greatly from those of all other shareholders – while misleading shareholders about their intentions, conflicts of interest, legal transgressions and professional competencies.