Form 4: Alzamend Neuro Director Sells Shares After Conversion

Sentiment:

Insider Transaction Report 1 August 2025 8:30 PM

Milton C. Ault III, a director and 10% owner of Alzamend Neuro, Inc., reported the sale of 129,449 shares of common stock following the conversion of preferred stock.

Worse than expectedThe significant sale of shares by a director and 10% owner, Milton C. Ault III, is generally viewed negatively by the market as it may signal a lack of confidence in the company's future performance or a strategic divestment.

Summary

Milton C. Ault III, a director and 10% owner of Alzamend Neuro, Inc. (ALZN), reported transactions involving the company's common stock.
On July 30, 2025, 100,000 shares of common stock were acquired through the conversion of Series B convertible preferred stock at a price of $2.32 per share.
On July 30, 2025, 29,449 shares of common stock were sold in open market transactions at a volume-weighted average price (VWAP) of $2.5122 per share, with sales ranging from $2.4047 to $2.6367.
On July 31, 2025, an additional 100,000 shares of common stock were sold in open market transactions at a VWAP of $2.2155 per share, with sales ranging from $2.1628 to $2.2511.
Following these transactions, beneficial ownership through Ault Lending, LLC decreased to 8,260 shares.
Additional indirect beneficial ownership includes 11,068 shares via Ault Life Sciences, Inc., 61 shares via Ault Life Sciences Fund, LLC, and various common stock purchase warrants and remaining Series B Preferred Stock units held indirectly.

Sentiment

Score: 3

Explanation: The sentiment is negative due to significant insider selling by a director and 10% owner, which typically signals a lack of confidence or a strategic divestment, potentially leading to downward pressure on the stock price.

Positives

The conversion of Series B convertible preferred stock into 100,000 common shares indicates the exercise of existing rights, potentially at a favorable conversion price of $2.32 relative to one of the subsequent sale prices.

Negatives

A significant volume of common stock, totaling 129,449 shares, was sold by a director and 10% owner over two days.
The sales occurred at prices ($2.5122 and $2.2155 VWAP) that are close to or below the conversion price of $2.32 for the newly acquired shares, suggesting a lack of significant profit margin on the converted shares or a willingness to sell at current market rates.

Risks

Insider selling by a director and 10% owner can be interpreted by the market as a lack of confidence in the company's future prospects or a signal of potential downward pressure on the stock price.

Future Outlook

Industry Context

Related Party Transactions

Transactions involve indirect beneficial ownership through entities controlled by Mr. Ault, including Ault Lending, LLC (a wholly-owned subsidiary of Hyperscale Data, Inc., where Mr. Ault is Executive Chairman), Ault Life Sciences, Inc., and Ault Life Sciences Fund, LLC.

Stakeholder Impact

Shareholders may perceive the insider selling as a negative signal, potentially leading to decreased investor confidence and downward pressure on the stock price.

Key Dates

Date	Description
08/31/2020	Common Stock Purchase Warrants exercisable date for 12 shares.
01/31/2024	Series B Convertible Preferred Stock exercisable date.
08/01/2024	Common Stock Purchase Warrants exercisable date for 13,556 shares.
09/27/2024	Common Stock Purchase Warrants exercisable date for 8,667 shares.
10/30/2024	Common Stock Purchase Warrants exercisable date for 1,111 shares.
07/30/2025	Date of common stock acquisition via preferred stock conversion and first common stock sale.
07/31/2025	Date of second common stock sale.
08/01/2025	Signature date of the reporting person.
08/31/2025	Expiration date for Common Stock Purchase Warrants for 12 shares.
08/01/2029	Expiration date for Common Stock Purchase Warrants for 13,556 shares.
09/27/2029	Expiration date for Common Stock Purchase Warrants for 8,667 shares.
10/30/2029	Expiration date for Common Stock Purchase Warrants for 1,111 shares.

Recommendation

sell

The significant sale of shares by a director and 10% owner, Milton C. Ault III, suggests a potential lack of confidence in the company's near-term prospects or a strategic divestment. This insider selling activity, especially following a conversion of preferred stock, typically signals a negative outlook to the market and could exert downward pressure on the stock price, warranting a sell recommendation.

Keywords

Alzamend Neuro, ALZN, Form 4, Insider Trading, Stock Sale, Beneficial Ownership, Milton C. Ault III, Preferred Stock Conversion, SEC Filing

Disclaimer:The information provided here is for general informational purposes only and does not constitute financial advice, recommendation, or endorsement of any kind. It may contain errors or omissions. You should not rely on this information to make financial decisions. Always seek the advice of a qualified financial professional before making any investment or financial decisions. Use of this information is at your own risk.