Form 4: Alzamend Neuro Director's Net Share Increase Post-Conversion

Alzamend Neuro's Director and 10% owner, Milton C. Ault III, reported a net increase in common stock beneficial ownership through Ault Lending, LLC, following sales and a significant preferred stock conversion.

Summary

• Milton C. Ault III, a Director and 10% owner of Alzamend Neuro, Inc. (ALZN), reported multiple transactions in the company's common stock and derivative securities.
• Between September 23 and September 25, 2025, Ault Lending, LLC, an entity beneficially owned by Mr. Ault, sold a total of 97,006 shares of common stock at prices ranging from $2.309 to $2.3757 per share.
• On September 25, 2025, Ault Lending, LLC acquired 100,000 shares of common stock upon the conversion of Series B convertible preferred stock at a conversion price of $2.32 per share.
• Following these transactions, the beneficial ownership of common stock through Ault Lending, LLC increased from an estimated 108,260 shares (prior to the first reported sale) to 111,254 shares, representing a net increase of 2,994 shares.
• Mr. Ault also beneficially owns common stock indirectly through Ault Life Sciences, Inc. (11,068 shares) and Ault Life Sciences Fund, LLC (61 shares), and directly owns 1,843 shares, which remained unchanged during this period.
• Derivative holdings include Series B Convertible Preferred Stock (839.2447 units) and Common Stock Purchase Warrants with exercise prices of $108 and various expiration dates up to October 30, 2029.

Sentiment

Score: 7

Explanation: The net increase in beneficial ownership of common stock by a director and 10% owner, driven by a preferred stock conversion, is generally a positive signal, indicating continued confidence. While there were sales, the overall position strengthened.

Positives

• The reporting person's beneficial ownership of common stock through Ault Lending, LLC saw a net increase of 2,994 shares, primarily driven by the conversion of Series B preferred stock.
• The conversion of preferred stock into common stock reduces the company's preferred stock obligations, which can be a positive for the company's capital structure.

Negatives

• Significant sales of 97,006 shares of common stock by a director and 10% owner, even if offset by a conversion, could be perceived negatively by some investors.

Future Outlook

NA

Management Comments

• The reporting person undertakes to provide, upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each price.

Industry Context

NA

Related Party Transactions

• Milton C. Ault III's beneficial ownership includes securities held indirectly by Ault Lending, LLC, a wholly-owned subsidiary of Hyperscale Data, Inc. (HSD), where Mr. Ault is the Executive Chairman.
• Mr. Ault also has sole voting and investment power with respect to securities held of record by Ault Life Sciences, Inc. and Ault Life Sciences Fund, LLC.

Stakeholder Impact

• Shareholders may view the net increase in beneficial ownership by a key insider as a positive indicator of management's confidence in the company's future prospects.
• The conversion of preferred stock to common stock simplifies the capital structure, potentially benefiting common shareholders by reducing senior obligations.

Key Dates

Recommendation

While there were significant sales of common stock, the reporting person's beneficial ownership through Ault Lending, LLC ultimately increased by 2,994 shares due to the conversion of Series B preferred stock. This net acquisition, particularly from a director and 10% owner, can be viewed as a positive signal, suggesting continued confidence in the company's future. However, the concurrent sales might warrant a 'hold' stance for cautious investors to observe future trends.

Keywords

Alzamend Neuro, ALZN, Milton C. Ault III, Insider Transactions, Form 4, Stock Sales, Preferred Stock Conversion, Beneficial Ownership, Director, 10% Owner