false
0001677077
0001677077
2025-11-18
2025-11-18
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
____________________________________________________________
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934
___________________________________________________________________
Date of Report (Date of earliest event reported): November
18, 2025
ALZAMEND NEURO, INC.
(Exact name of registrant as specified in its charter)
| Delaware |
|
001-40483 |
|
81-1822909 |
(State or other jurisdiction of
incorporation or organization) |
|
(Commission File Number) |
|
(I.R.S. Employer Identification No.) |
3480 Peachtree Road NE, Second Floor, Suite 103,
Atlanta, GA 30326
(Address of principal executive offices) (Zip Code)
(844) 722-6333
(Registrant's telephone number, including area code)
Check the appropriate box below if the Form 8-K filing
is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
¨ Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨ Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨ Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of
the Act:
| Title of each class |
|
Trading
Symbol(s) |
|
Name of each exchange on which registered |
| Common Stock, $0.0001 par value |
|
ALZN |
|
The Nasdaq Capital Market |
Indicate by check mark whether the registrant is an
emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities
Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company x
If an emerging growth company, indicate by check mark
if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards
provided pursuant to Section 13(a) of the Exchange Act.
Alzamend
Neuro, Inc., a Delaware corporation (the “Company”) has learned that Andrew H. Woo, M.D., Ph.D., a director
of the Company, passed away on November 14, 2025. Mr. Woo served as a member of the Company’s Board of Directors (the “Board”)
since its initial public offering in June 2021. William B. Horne, the Chairman of the Board, said, “It is with great sadness that
we announce the passing of Andrew H. Woo, M.D., Ph.D. Andy was an outstanding director that provided exceptional inspiration to
all of us. He will be deeply missed not just as a respected colleague, but also as a friend. We extend our deepest condolences
to his family, friends and those whose life he touched.”
| Item 9.01 | Financial Statements And Exhibits |
| Exhibit No. |
|
Description |
| 101 |
|
Pursuant to Rule 406 of Regulation S-T, the cover page is formatted in Inline XBRL (Inline eXtensible Business Reporting Language). |
| |
|
|
| 104 |
|
Cover Page Interactive Data File (embedded within the Inline XBRL document and included in Exhibit 101). |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| |
ALZAMEND NEURO, INC. |
| |
|
| |
|
| Dated: November 18, 2025 |
/s/ Henry Nisser
Henry Nisser |
| |
Executive Vice President and General Counsel |
3
