Form 4: Ault Alliance Executive Chairman Reports Acquisition and Disposal of Series C Convertible Preferred Stock and Warrants

Sentiment:

SEC Form 4 Filing


Milton C. Ault, III, Executive Chairman of Ault Alliance, reports transactions involving Series C Convertible Preferred Stock and warrants, indirectly held through Ault & Company, Inc.

Summary

  • On March 18 and 19, 2024, Milton C. Ault, III, Executive Chairman of Ault Alliance, engaged in transactions involving Series C Convertible Preferred Stock and Series C Warrants.
  • These securities are indirectly held through Ault & Company, Inc., where Mr. Ault serves as CEO.
  • The transactions involved the acquisition and disposal of these securities.
  • Each share of Series C Convertible Preferred Stock has a stated value of $1,000 and is convertible into common stock at a price that floats based on the market but is no lower than $0.10 per share.
  • As of March 20, 2024, the conversion price was $0.35 per share, allowing each preferred share to convert into approximately 2,857 common shares.
  • The company is restricted from issuing shares exceeding 19.99% of the total shares outstanding as of November 6, 2023 (452,214 shares) without stockholder approval.

Sentiment

Score: 5

Explanation: The document is a standard SEC filing reporting transactions by an insider. It doesn't inherently convey positive or negative sentiment, but rather provides factual information.

Negatives

  • The company is restricted from issuing shares of Common Stock upon conversion of the Series C Convertible Preferred Stock and /or exercise of the Series C Warrants to the extent such issuances would result in an aggregate number of shares of Common Stock exceeding 452,214, which represents 19.99% of the total shares of Common Stock issued and outstanding as of November 6, 2023, the execution date of the purchase agreement pursuant to which the shares of Series C Convertible Preferred Stock and Series C Warrants are issued, in accordance with the rules and regulations of the NYSE American unless the Issuer first obtains stockholder approval, which has not yet been obtained.

Risks

  • The restriction on issuing common stock upon conversion or warrant exercise without stockholder approval could limit the company's flexibility in managing its capital structure.

Management Comments

  • Milton C. Ault, III, is the Chief Executive Officer of Ault & Company, Inc. ('Ault & Co.') and is deemed to beneficially own the shares held by Ault & Co.

Industry Context

Form 4 filings are standard practice for reporting changes in beneficial ownership by company insiders, providing transparency to investors.

Stakeholder Impact

  • Shareholders may be interested in the transactions of company insiders as an indicator of management's view of the company's prospects.

Key Dates

DateDescription
11/06/2023Execution date of the purchase agreement for Series C Convertible Preferred Stock and Series C Warrants, used as a reference point for share issuance restrictions.
03/18/2024Date of reported transactions involving Series C Convertible Preferred Stock and Series C Warrants.
03/19/2024Date of reported transactions involving Series C Convertible Preferred Stock and Series C Warrants.
03/20/2024Date of filing the Form 4; Conversion price of $0.35 a share.

Keywords

Ault Alliance, Milton C. Ault III, Series C Convertible Preferred Stock, Series C Warrants, Ault & Company Inc., Beneficial Ownership, Form 4, Securities Transactions

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