SCHEDULE: CEO Emalfarb Boosts Dyadic International Stake to 16.6%

Mark A. Emalfarb, CEO of Dyadic International Inc., reported an increased beneficial ownership of 16.6% of the company's common stock, including shares from options and a convertible note.

Summary

• Mark A. Emalfarb beneficially owns 6,244,344 shares of Dyadic International Inc. common stock.
• This represents 16.6% of the company's outstanding common stock, based on 36,187,798 shares outstanding as of November 14, 2025.
• The ownership includes 800,000 shares from presently exercisable options.
• 4,730,058 shares are held through the MAE Trust U/A/D October 1, 1987.
• An additional 714,286 shares are underlying an 8.0% Senior Secured Convertible Promissory Note due March 8, 2027, also held through the MAE Trust.
• The Convertible Note has a conversion price of $1.40 per share and pays 8% annual interest quarterly in cash.
• Mr. Emalfarb has sole voting and dispositive power over all beneficially owned shares.

Sentiment

Score: 7

Explanation: The filing indicates a strong and continued commitment from the CEO through a significant ownership stake, including a convertible note, which is generally a positive signal for investors. No negative operational or financial news is present.

Positives

• Confirmation of significant insider ownership by the CEO, Mark A. Emalfarb, demonstrating continued commitment to the company.
• The CEO holds a substantial stake of 16.6%, aligning his interests with those of other shareholders.
• The Convertible Note held by the CEO is senior and secured, providing a level of security for his investment.

Risks

• Potential dilution risk for existing shareholders if the Convertible Note is fully converted into common stock, adding 714,286 shares to the outstanding count.
• Ongoing impact on the company's cash flow due to the 8% annual interest payments on the Convertible Note.

Future Outlook

The filing does not provide explicit forward-looking statements or guidance beyond the maturity date of the Convertible Note on March 8, 2027, and the ongoing interest payments.

Management Comments

• Mr. Emalfarb is the sole beneficiary and sole trustee of, and has sole voting and dispositive power over all shares held or otherwise owned through, the MAE Trust.

Industry Context

This Schedule 13G filing primarily concerns an insider's ownership stake and does not provide broader industry context or trends. It reflects a significant ownership position by the CEO, which is generally viewed positively as it aligns management's interests with shareholders.

Comparison to Industry Standards

• A 16.6% insider ownership by a CEO is a substantial stake, often seen as a positive indicator of management's confidence in the company's future.
• While specific comparable companies or projects are not mentioned in the filing, such a high level of insider ownership is generally above average for publicly traded companies, especially those with larger market capitalizations.
• This level of ownership suggests a strong personal investment in the company's performance and long-term prospects.

Related Party Transactions

• Mark A. Emalfarb, as CEO and sole trustee/beneficiary of the MAE Trust, holds an 8.0% Senior Secured Convertible Promissory Note issued by Dyadic International Inc., representing a related party transaction.

Stakeholder Impact

• Shareholders: The significant insider ownership by the CEO may instill confidence, aligning management's interests with shareholders. Potential future dilution from the convertible note conversion is a consideration.
• Creditors: The Convertible Note is a senior, secured obligation, providing a level of security for that specific debt holder (MAE Trust/Mark A. Emalfarb).

Next Steps

• The filing does not explicitly mention future actions or milestones beyond the maturity of the Convertible Note on March 8, 2027.

Key Dates

Recommendation

The filing confirms a substantial and stable insider ownership by the CEO, which is a positive signal for long-term confidence. However, as a Schedule 13G, it does not provide new operational or financial performance data to warrant a 'buy' or 'sell' recommendation. The existing convertible note held by the CEO indicates a continued financial relationship and commitment. Investors should 'hold' and await further operational updates or financial results for a more comprehensive investment decision.

Keywords

Dyadic International, Mark A. Emalfarb, Schedule 13G, Beneficial Ownership, Common Stock, Convertible Note, Insider Ownership, MAE Trust, SEC Filing