ALZN Form 4: Director Converts Preferred, Reports $2.45 VWAP Sales

Rhea-AI Filing Summary

Milton C. Ault III, a director of Alzamend Neuro, Inc. (ALZN), reported multiple insider transactions in October 2025. He converted Series B preferred shares into 100,000 common shares on 10/03/2025 and again on 10/07/2025, and sold portions of common stock in open-market transactions: 82,033 shares on 10/06/2025 at a VWAP of $2.4535 and 57,379 shares on 10/07/2025 at a VWAP of $2.4914. After these moves, beneficial ownership is reported indirectly through entities including Ault Lending, LLC, Ault Life Sciences, Inc., and Ault Life Sciences Fund, LLC. The filings disclose outstanding warrants and converted preferred stock that underlie additional common shares.

Positive

• Transparent reporting of conversions and open-market sales with VWAPs provided
• Beneficial ownership disclosed through related entities, clarifying control

Negative

• Significant insider sales totaling 139,412 shares sold across two days
• Potential dilution from convertible Series B and outstanding warrants convertible into common stock

Insights

Corporate Governance Analyst

Director converted preferred shares then sold part of the resulting common stock, held indirectly.

The reporting shows two conversions of Series B preferred into 100,000 common shares each on 10/03/2025 and 10/07/2025, followed by open-market sales of 82,033 and 57,379 shares on adjacent dates. Ownership is disclosed as indirect through Ault Lending, LLC and related entities, indicating centralized voting and investment control.

Key dependencies include the conversion mechanics and any adjustment provisions for the Series B conversion price; monitor any further public filings or scheduled transactions in the next 30–90 days for additional dilution or sales.

Securities Transactions Specialist

Sales executed at reported VWAPs; Form 4 includes warrant and convertible holdings.

The Form 4 records open-market sales with disclosed VWAPs of $2.4535 on 10/06/2025 and $2.4914 on 10/07/2025, and lists warrants exercisable into a combined 23,334 shares and conversion entries tied to the Series B Preferred. The report undertakes to provide per-price breakdowns on request, which is standard for large-volume insider sales.

Watch for any further Form 4 filings or amendments within the next 7–30 days that might report additional sales, price breakdowns, or changes to beneficial ownership counts.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

AULT MILTON C III

(Last) (First) (Middle)

11411 SOUTHERN HIGHLANDS PARKWAY

SUITE 190

(Street)

LAS VEGAS NV 89141

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Alzamend Neuro, Inc. [ ALZN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
10/03/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	10/03/2025		C		100,000(1)	A	$2.32	108,260	I	By Ault Lending, LLC(2)
Common Stock	10/06/2025		S		82,033	D	$2.4535(3)	26,227	I	By Ault Lending, LLC(2)
Common Stock	10/07/2025		C		100,000(1)	A	$2.32	126,227	I	By Ault Lending, LLC(2)
Common Stock	10/07/2025		S		57,379	D	$2.4914(4)	68,848	I	By Ault Lending, LLC(2)
Common Stock								1,843	D
Common Stock								11,068	I	By Ault Life Sciences, Inc.(5)
Common Stock								61	I	By Ault Life Sciences Fund, LLC(6)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Series B Convertible Preferred Stock	$2.32(7)	10/03/2025		C			232	01/31/2024	(8)	Common Stock	100,000	$1,000	375.2447	I	By Ault Lending, LLC(2)
Series B Convertible Preferred Stock	$2.32(7)	10/07/2025		C			232	01/31/2024	(8)	Common Stock	100,000	$1,000	143.2447	I	By Ault Lending, LLC(2)
Common Stock Purchase Warrants	$108							08/01/2024	08/01/2029	Common Stock	13,556		13,556	I	By Ault Lending, LLC(2)
Common Stock Purchase Warrants	$108							09/27/2024	09/27/2029	Common Stock	8,667		8,667	I	By Ault Lending, LLC(2)
Common Stock Purchase Warrants	$108							10/30/2024	10/30/2029	Common Stock	1,111		1,111	I	By Ault Lending, LLC(2)

Explanation of Responses:

1. Represents shares of common stock received upon conversion of Series B convertible preferred stock ("Series B Preferred").

2. Ault Lending, LLC ("Ault Lending"), is a wholly-owned subsidiary of Hyperscale Data, Inc. ("HSD"). Milton C. Ault, III, the Executive Chairman of HSD, is deemed to have voting and investment power with respect to the securities held of record by Ault Lending.

3. 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 $2.4535. The range of sales prices on the transaction date was $2.4097 to $2.4599 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.

4. 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 $2.4914. The range of sales prices on the transaction date was $2.4381 to $2.4941 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.

5. Mr. Ault has sole voting and investment power with respect to the securities held of record by Ault Life Sciences, Inc.

6. Mr. Ault has sole voting and investment power with respect to the securities held of record by Ault Life Sciences Fund, LLC.

7. 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.

8. The shares of Series B Preferred have no expiration date.

Remarks:

	/s/ Milton C. Ault, III	10/08/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What transactions did Milton C. Ault III report for ALZN?

He reported conversions of Series B preferred into 100,000 common shares on 10/03/2025 and 10/07/2025, and open-market sales of 82,033 shares on 10/06/2025 and 57,379 shares on 10/07/2025.

At what prices were the ALZN insider sales executed?

The Form 4 discloses volume-weighted average sale prices of $2.4535 on 10/06/2025 and $2.4914 on 10/07/2025.

How is ownership of ALZN shares held by the reporting person?

Ownership is reported indirectly through Ault Lending, LLC, Ault Life Sciences, Inc., and Ault Life Sciences Fund, LLC, with the reporting person stating voting and investment power over those entities.

Are there derivative securities disclosed in the Form 4?

Yes. The filing lists conversions of Series B preferred (conversion price referenced at $2.32) and common stock purchase warrants exercisable into a total of reported underlying common shares.

Does the Form 4 provide price ranges or detailed sale breakdowns?

Yes. The filing gives the VWAPs and the intraday price ranges for the sales dates and states the reporting person will provide full per-price sale information upon request to the SEC staff, issuer, or a security holder.