SCHEDULE: Alzamend Neuro: Ault-Related Entities Reduce Stake
Beneficial Ownership Amendment
A Schedule 13D/A filing reveals significant insider selling by Ault Lending, LLC, an entity associated with Milton C. Ault, III, in Alzamend Neuro, Inc. common stock.
Summary
- Milton C. Ault, III, along with affiliated entities, reported changes in beneficial ownership of Alzamend Neuro, Inc. common stock.
- As of October 7, 2025, Alzamend Neuro had 3,739,861 shares of common stock outstanding.
- Milton C. Ault, III beneficially owns 166,909 shares, representing approximately 4.4% of the outstanding common stock.
- Ault Lending, LLC, an entity associated with Mr. Ault, beneficially owns 153,925 shares, representing approximately 4.0% of the outstanding common stock.
- Hyperscale Data, Inc., also associated with Mr. Ault, beneficially owns 153,937 shares, representing approximately 4.0% of the outstanding common stock.
- Ault Lending, LLC engaged in multiple conversions of Series B Convertible Preferred Stock into common stock between September 17, 2025, and October 7, 2025, converting 232 shares of preferred stock at $1,000 per share on each occasion.
- Ault Lending, LLC sold a total of 500,333 shares of common stock between September 17, 2025, and October 7, 2025, at prices ranging from $2.3090 to $2.4914 per share.
Sentiment
Score: 2
Explanation: The significant insider selling by a major beneficial owner and affiliated entities indicates a strong negative sentiment, suggesting a lack of confidence in the company's near-term prospects or current valuation.
Positives
- The filing provides transparency regarding the beneficial ownership structure and recent trading activities of key insiders and affiliated entities.
Negatives
- Ault Lending, LLC, an entity controlled by a significant beneficial owner, Milton C. Ault, III, sold a substantial 500,333 shares of common stock over a short period (September 17 to October 7, 2025), indicating a significant reduction in their stake.
- The aggregate sales represent approximately 13.38% of the total shares outstanding, which could signal a lack of confidence from a major investor.
Risks
- Significant insider selling by a major beneficial owner and affiliated entities can lead to negative market sentiment and downward pressure on the company's stock price.
- A substantial reduction in ownership by key investors may be interpreted by the market as a lack of future growth prospects or concerns about the company's valuation.
Future Outlook
The filing does not contain any explicit forward-looking statements or guidance from the company or reporting persons regarding future operations or financial performance.
Industry Context
This filing is specific to the ownership structure of Alzamend Neuro, Inc. and does not provide broader industry context or trends. The insider selling activity, however, could be viewed in the context of general market sentiment towards biotechnology or pharmaceutical companies, particularly those in clinical development stages.
Related Party Transactions
- Milton C. Ault, III's beneficial ownership includes shares held directly by him and indirectly through affiliated entities: Ault Lending, LLC, Ault Life Sciences, Inc., Ault Life Sciences Fund, LLC, and Hyperscale Data, Inc.
- Stock options were awarded to Messrs. Ault, Horne, Nisser, Cragun, and Katzoff in their capacities as officers and/or directors of the Issuer.
Stakeholder Impact
- Shareholders may experience negative sentiment and potential downward pressure on the stock price due to the significant insider selling.
- The actions of a major beneficial owner could influence investor confidence and perception of the company's future.
Key Dates
| Date | Description |
|---|---|
| 2025-09-17 | Ault Lending, LLC converted 232 shares of Series B Convertible Preferred Stock into common stock and sold 2,121 shares of common stock. |
| 2025-09-18 | Ault Lending, LLC sold 20,870 shares of common stock. |
| 2025-09-19 | Ault Lending, LLC sold 77,009 shares of common stock. |
| 2025-09-22 | Ault Lending, LLC converted 232 shares of Series B Convertible Preferred Stock into common stock. |
| 2025-09-23 | Ault Lending, LLC sold 43,238 shares of common stock. |
| 2025-09-24 | Ault Lending, LLC sold 39,140 shares of common stock. |
| 2025-09-25 | Ault Lending, LLC converted 232 shares of Series B Convertible Preferred Stock into common stock and sold 14,628 shares of common stock. |
| 2025-09-26 | Ault Lending, LLC sold 37,738 shares of common stock. |
| 2025-09-29 | Ault Lending, LLC sold 38,324 shares of common stock. |
| 2025-09-30 | Ault Lending, LLC sold 3,556 shares of common stock. |
| 2025-10-01 | Ault Lending, LLC converted 232 shares of Series B Convertible Preferred Stock into common stock and sold 36,777 shares of common stock. |
| 2025-10-02 | Ault Lending, LLC sold 20,686 shares of common stock. |
| 2025-10-03 | Date of event requiring the filing of this statement. Ault Lending, LLC converted 232 shares of Series B Convertible Preferred Stock into common stock and sold 65,903 shares of common stock. |
| 2025-10-06 | Ault Lending, LLC sold 82,033 shares of common stock. |
| 2025-10-07 | Ault Lending, LLC converted 232 shares of Series B Convertible Preferred Stock into common stock and sold 57,379 shares of common stock. Total shares outstanding reported as of this date: 3,739,861. |
Recommendation
strong sellThe substantial insider selling by Ault Lending, LLC, an entity closely tied to a significant beneficial owner, Milton C. Ault, III, is a strong negative signal. Such a large divestment, representing over 13% of outstanding shares, often indicates that key insiders believe the stock is overvalued or that significant challenges lie ahead. This action suggests a lack of confidence from a major investor, warranting a 'strong sell' recommendation for seasoned investors.
Keywords
Alzamend Neuro, AZNM, Schedule 13D, beneficial ownership, insider selling, Ault Lending, Milton C. Ault III, stock options, convertible preferred stock
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