Dyadic International (DYAI) Form 4 DYADIC INTERNATIONAL / MARK A EMALFARB ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

EMALFARB MARK A

(Last) (First) (Middle)

C/O DYADIC INTERNATIONAL, INC.

140 INTRACOASTAL POINTE DRIVE SUITE 404

(Street)

JUPITER FL 33477-5094

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
DYADIC INTERNATIONAL INC [ DYAI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
President and CEO

3. Date of Earliest Transaction (Month/Day/Year)
12/21/2021

4. If Amendment, Date of 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

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	12/21/2021		S		26,486(1)	D	$4.33(2)	4,308,431	I	Through Mark A. Emalfarb Trust U/A DTD 10/1/1987
Common Stock	12/22/2021		S		35,649(1)	D	$4.12(2)	4,272,782	I	Through MarkA Emalfarb Trust U/A/DTD 10/1/1987
Common Stock	12/23/2021		S		28,767(1)	D	$4.1(2)	4,244,015	I	Through MarkA. Emalfarb Trust U/A/ DTD 10/1/1987
Common Stock	12/23/2021		M		150,000	A	$1.63	4,394,015	I	Through MarkA Emalfarb Trust U/A/DTD 10/1/1987

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 Securities Underlying Derivative Security (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: 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 Option	$1.63	12/23/2021		M			150,000(3)	01/03/2017	01/03/2022	Common Stock	150,000	$0	0	D

Explanation of Responses:

1. These shares were sold to satisfy exercise price and tax withholding obligations to be funded for options expiring on January 3, 2022. As a result of the option exercises and sale transactions reported on this Form 4, the reporting person's net share ownership increased by 59,098 shares, from 4,334,917 to 4,394,015 shares of Common Stock.

2. The price reported in Column 4 is a weighted average price. These sold in multiple transactions at prices ranging from $4.46 to $4.28, inclusive, on December 21, 2021, $4.70 to $4.00, inclusive, on December 22, 2021, and $4.15 to $4.05, inclusive, on December 23, 2021. The reporting person undertakes to provide to Dyadic International, Inc., any security holder of Dyadic International, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding number of shares sold at each individual price within the price ranges set forth in this footnote(2) to this Form 4.

3. Exercise of reporting person's stock options that would other wise expire January 3, 2022.

	/s/ Mark A. Emalfarb	12/23/2021
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
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