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
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.
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.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Conversion | Series B Convertible Preferred Stock | 232 | $1,000.00 | $232K |
| Conversion | Common Stock | 100,000 | $2.32 | $232K |
| Sale | Common Stock | 57,379 | $2.4914 | $143K |
| Sale | Common Stock | 82,033 | $2.4535 | $201K |
| Conversion | Series B Convertible Preferred Stock | 232 | $1,000.00 | $232K |
| Conversion | Common Stock | 100,000 | $2.32 | $232K |
| 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)
- Represents shares of common stock received upon conversion of Series B convertible preferred stock ("Series B Preferred"). 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. 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. 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. 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.
