8-K: Alzamend director Andrew Woo passes away

Alzamend Neuro announced the passing of director Andrew H. Woo, M.D., Ph.D., who had served on the board since its 2021 IPO.

Summary

• Alzamend Neuro reported that Andrew H. Woo, M.D., Ph.D., a director of the company, passed away on November 14, 2025.
• Dr. Woo had served on the Board of Directors since the company’s initial public offering in June 2021.
• Chairman William B. Horne issued a statement honoring Dr. Woo’s contributions and offering condolences.
• The report was filed as a Form 8-K under Item 8.01 (Other Events) on November 18, 2025.
• No successor or changes to board composition beyond the vacancy were announced.

Sentiment

Score: 3

Explanation: The event is negative from a governance and expertise standpoint but does not indicate operational or financial deterioration.

Positives

• Prompt disclosure of a significant governance development via Form 8-K.
• Clear acknowledgment from the Chairman recognizing Dr. Woo’s contributions and importance to the company.

Negatives

• Loss of an experienced director with medical and scientific expertise.
• Creation of a board vacancy with no successor named in the report.

Future Outlook

No forward-looking statements or guidance were provided.

Management Comments

• William B. Horne, Chairman: "It is with great sadness that we announce the passing of Andrew H. Woo, M.D., Ph.D. Andy was an outstanding director that provided exceptional inspiration to all of us. He will be deeply missed not just as a respected colleague, but also as a friend. We extend our deepest condolences to his family, friends and those whose life he touched."

Industry Context

In small-cap biotech, boards often rely on directors with strong scientific and medical backgrounds; the passing of such a director can leave a temporary gap in scientific oversight until a replacement is named, though it typically does not affect near-term operations.

Comparison to Industry Standards

• Timely disclosure via Form 8-K within standard reporting timelines aligns with common governance practices across U.S.-listed companies.
• Absence of immediate replacement details is typical; many peers announce successors in subsequent filings after nominating committee processes.
• No changes to strategy, guidance, or operations were communicated, consistent with similar governance-related 8-Ks by small-cap biotech peers.

Management Changes

Stakeholder Impact

• Shareholders: temporary governance uncertainty due to a board vacancy until a successor is appointed.
• Employees and collaborators: potential morale impact given the loss of a respected director.
• Regulatory and market participants: confirmation of compliance with disclosure obligations through timely 8-K reporting.

Key Dates

Keywords

Alzamend Neuro, ALZN, Andrew H. Woo, Board of Directors, director passing, Form 8-K, corporate governance, biotechnology, neuroscience, NASDAQ