Milton Ault (ALZN) Reports Sales, Series B Conversion to 100k Shares
Rhea-AI Filing Summary
Milton C. Ault III, a director and 10% owner of Alzamend Neuro, Inc. (ALZN), reported multiple transactions in September 2025 affecting both direct and indirect holdings. The filings show open-market dispositions on 09/23/2025 (43,238 shares at $2.3757) and 09/24/2025 (39,140 shares at a $2.3090 VWAP), plus a 09/25/2025 sale of 14,628 shares at $2.3126. On 09/25/2025 Mr. Ault reported conversion of Series B convertible preferred stock into 100,000 common shares at $2.32 per share. The report lists additional holdings indirectly held through related entities (Ault Lending, Ault Life Sciences, and Ault Life Sciences Fund) and warrants and convertible preferred interests held by Ault Lending.
Positive
- Conversion of Series B preferred to 100,000 common shares was disclosed, increasing common share holdings indirectly via Ault Lending, LLC
- Detailed sale price information provided (VWAP and sale price ranges) for 09/24/2025, enabling transparency on open-market dispositions
- Clear disclosure of indirect ownership and voting/investment power for Ault Lending, Ault Life Sciences, and Ault Life Sciences Fund
Negative
- Significant open-market sales on 09/23–09/25/2025 reduced direct holdings (total disclosed direct disposals: 96, 006 shares across listed transactions before conversion)
- Potential dilution from convertible preferred and outstanding warrants held by Ault Lending that convert into common shares
Insights
TL;DR: Insider sold portions of direct holdings while converting preferred shares into 100,000 common shares, increasing indirect common stock exposure.
The reporting shows material open-market sales executed across three days in late September 2025 that reduced Mr. Ault's direct holdings, with disclosed VWAP for 09/24/2025 of $2.3090. Separately, conversion of Series B preferred into 100,000 common shares on 09/25/2025 increased the number of shares held indirectly by Ault Lending, LLC. Holdings include convertible preferred interests with a stated conversion price subject to adjustment and multiple warrants held by Ault Lending expiring 2029. For investors, these are routine liquidity and capital structure actions rather than operational disclosures.
TL;DR: Transactions are governance-relevant but not an unusual red flag; related-party indirect holdings are significant and clearly disclosed.
Mr. Ault is identified as having voting and investment power over securities held by affiliated entities: Ault Lending, Ault Life Sciences, and Ault Life Sciences Fund. The Form 4 properly discloses both direct sales and indirect increases via conversion. The conversion of Series B Preferred to common shares and the presence of high-exercise-price warrants are important to monitor for future dilution. Disclosure quality is adequate: sale price ranges and VWAP for the 09/24/2025 trades are provided, and conversion terms note adjustment provisions and no expiration date for the Series B preferred.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Conversion | Series B Convertible Preferred Stock | 232 | $1,000.00 | $232K |
| Sale | Common Stock | 14,628 | $2.3126 | $34K |
| Conversion | Common Stock | 100,000 | $2.32 | $232K |
| Sale | Common Stock | 39,140 | $2.309 | $90K |
| Sale | Common Stock | 43,238 | $2.3757 | $103K |
| holding | Common Stock Purchase Warrants | -- | -- | -- |
| holding | Common Stock Purchase Warrants | -- | -- | -- |
| holding | Common Stock Purchase Warrants | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
Footnotes (1)
- Ault Lending, LLC ("Ault Lending"), is a wholly-owned subsidiary of Hyperscale Data, Inc. ("HSD"). Mr. Ault, the Executive Chairman of HSD, is deemed to have voting and investment power with respect to the securities held of record by Ault Lending. The common stock was sold by the reporting person in open market transactions on the transaction date, with a volume weighted average sale price of $2.3090. The range of sales prices on the transaction date was $2.3088 to $2.3217 per share. 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. Represents shares of common stock received upon conversion of Series B convertible preferred stock ("Series B Preferred"). Mr. Ault has sole voting and investment power with respect to the securities held of record by Ault Life Sciences, Inc. Mr. Ault has sole voting and investment power with respect to the securities held of record by Ault Life Sciences Fund, LLC. The Conversion Price of the Series B Preferred is subject to adjustment as set forth in that certain Designation of Preferences, Rights and Limitations of the Series B Convertible Voting Preferred Stock. The shares of Series B Preferred have no expiration date.
