SCHEDULE: Alzamend Neuro: Ault III & Affiliates Adjust Holdings
Beneficial Ownership Amendment
Milton C. Ault, III and affiliated entities have updated their beneficial ownership in Alzamend Neuro, Inc., disclosing significant share sales and conversions.
Summary
- Milton C. Ault, III beneficially owns 429,687 shares of Alzamend Neuro, Inc. common stock, representing approximately 11.2% of the class.
- This ownership includes shares held directly by him, and indirectly through Ault Lending, LLC, Ault Life Sciences, Inc., Ault Life Sciences Fund, LLC, and Hyperscale Data, Inc.
- Hyperscale Data, Inc. and Ault Lending, LLC each beneficially own approximately 10.9% of the common stock.
- Ault Lending, LLC converted Series B Convertible Preferred Stock into common stock on multiple dates in July and September 2025.
- Ault Lending, LLC engaged in significant sales of common stock between July 23, 2025, and September 30, 2025, totaling over 480,000 shares.
- Other reporting persons, including William B. Horne, Henry C.W. Nisser, Kenneth S. Cragun, and David J. Katzoff, hold smaller percentages, primarily through direct shares and exercisable stock options.
Sentiment
Score: 4
Explanation: The significant selling activity by a major beneficial owner, Ault Lending, LLC, over the past 60 days, coupled with a declining average sale price, suggests a negative sentiment from this key stakeholder. While the overall beneficial ownership remains substantial, the divestment of common shares is a notable negative signal.
Positives
- Milton C. Ault, III and affiliated entities maintain a significant beneficial ownership stake of 11.2%, indicating continued interest in the company.
- The conversion of Series B Convertible Preferred Stock into common stock by Ault Lending, LLC suggests a move towards more liquid equity.
Negatives
- Ault Lending, LLC executed substantial sales of common stock during the past 60 days, totaling over 480,000 shares, which could exert downward pressure on the stock price.
- The average sale price for Ault Lending, LLC's common stock transactions decreased from $2.9502 on July 23, 2025, to $2.3334 on September 30, 2025.
Risks
- Significant selling activity by a major beneficial owner (Ault Lending, LLC) could signal a lack of confidence or a strategic divestment, potentially impacting investor sentiment and share price.
- Concentrated ownership by Milton C. Ault, III and his affiliated entities (11.2%) could give them substantial influence over corporate decisions.
Future Outlook
NA
Industry Context
This filing is an ownership disclosure and does not provide information directly related to broader industry trends or competitive landscape for Alzamend Neuro, Inc. It primarily details the holdings and transactions of a significant beneficial owner and related entities.
Related Party Transactions
- Milton C. Ault, III is deemed to beneficially own shares held by Hyperscale Data, Ault Life Sciences, Ault Life Sciences Fund, and Ault Lending due to his relationships with these entities.
- Hyperscale Data, Inc. is deemed to beneficially own shares held by Ault Lending, LLC due to its relationship with that entity.
- Ault Lending, LLC acquired Series B Convertible Preferred Stock and warrants from the Issuer.
- Ault Life Sciences, Inc. and Ault Life Sciences Fund, LLC purchased securities of the Issuer with working capital.
Stakeholder Impact
- Shareholders: The significant selling activity by Ault Lending, LLC could lead to increased supply of shares in the market, potentially impacting the stock price negatively. The continued substantial beneficial ownership by Mr. Ault and his affiliates indicates their ongoing influence.
- Management: The filing details the beneficial ownership of several officers and directors (Messrs. Ault, Horne, Nisser, Cragun, Katzoff), highlighting their personal stakes in the company.
Key Dates
| Date | Description |
|---|---|
| 07/23/2025 | Ault Lending, LLC converted 332.75528 shares of Series B Convertible Preferred Stock into common stock and sold 59,516 shares of common stock. |
| 07/24/2025 | Ault Lending, LLC sold 9,621 shares of common stock. |
| 07/25/2025 | Ault Lending, LLC sold 36,532 shares of common stock. |
| 07/28/2025 | Ault Lending, LLC sold 8,311 shares of common stock. |
| 07/30/2025 | Ault Lending, LLC converted 232 shares of Series B Convertible Preferred Stock into common stock and sold 29,449 shares of common stock. |
| 07/31/2025 | Ault Lending, LLC sold 100,000 shares of common stock. |
| 09/17/2025 | Ault Lending, LLC converted 232 shares of Series B Convertible Preferred Stock into common stock and sold 2,121 shares of common stock. |
| 09/18/2025 | Ault Lending, LLC sold 20,870 shares of common stock. |
| 09/19/2025 | Ault Lending, LLC sold 77,009 shares of common stock. |
| 09/22/2025 | Ault Lending, LLC converted 232 shares of Series B Convertible Preferred Stock into common stock. |
| 09/23/2025 | Ault Lending, LLC sold 43,238 shares of common stock. |
| 09/24/2025 | Ault Lending, LLC sold 39,140 shares of common stock. |
| 09/25/2025 | Ault Lending, LLC converted 232 shares of Series B Convertible Preferred Stock into common stock and sold 14,628 shares of common stock. |
| 09/26/2025 | Date of event requiring filing of this statement. Ault Lending, LLC sold 37,738 shares of common stock. |
| 09/29/2025 | Total number of Shares outstanding reported by the Issuer to the Reporting Persons (3,439,861 shares). Ault Lending, LLC sold 38,324 shares of common stock. |
| 09/30/2025 | Filing signature date. Ault Lending, LLC sold 3,556 shares of common stock. |
Recommendation
holdWhile a major beneficial owner, Ault Lending, LLC, has engaged in significant selling activity, Milton C. Ault, III and his affiliated entities still maintain a substantial aggregate ownership stake of 11.2%. The selling pressure from Ault Lending, LLC is a negative signal, but the overall continued significant holding by the group suggests a 'hold' rather than an outright 'sell' for investors awaiting further clarity on the company's operational performance and strategic direction. The filing primarily details ownership changes rather than fundamental business performance.
Keywords
Alzamend Neuro, AZND, Schedule 13D, Beneficial Ownership, Milton C. Ault III, Ault Lending, Hyperscale Data, Common Stock, Series B Preferred Stock, Stock Options, Warrants, Insider Transactions, SEC Filing
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