This prospectus relates to the offer and sale of u

This prospectus relates to the offer and sale of up to 26,806,714 shares of common stock of Generex Biotechnology Corporation, by the selling stockholders.

We are not selling any securities under this prospectus and will not receive any of the proceeds from the sale of shares by the selling stockholders.

One of the selling stockholders, Oasis Capital, LLC, or “Oasis”, is an “underwriter” within the meaning of Section 2(a)(11) of the Securities Act of 1933, as amended. The selling stockholders, including Oasis, may sell the shares of common stock described in this prospectus in a number of different ways and at varying prices. See “Plan of Distribution” for more information about how the selling stockholders may sell the shares of common stock being registered pursuant to this prospectus.

We will pay the expenses incurred in registering the shares, including legal and accounting fees. See “Plan of Distribution.”

Our common stock is quoted on the OTCQB under the symbol “GNBT.” On February 14, 2020, the last reported sale price of our common stock on the OTCQB was $0.64