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7,500 Series D preferred shares granted to Alzamend Neuro, Inc. (ALZN) director affiliate

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Form Type
4

Rhea-AI Filing Summary

Hyperscale Data, Inc., a director-by-deputization of Alzamend Neuro, Inc., reported that its indirectly controlled subsidiary Ault Lending, LLC received a grant of 7,500 shares of Alzamend’s Series D Convertible Preferred Stock on July 31, 2026 at a reported price of $1,000.00 per share, resulting in indirect holdings of 7,500 preferred shares.

Each Series D share has a stated value of $1,050.00 and is convertible into common stock at a variable Conversion Price. As of August 4, 2026, the Conversion Price was $1.016 per share, so each preferred share was then convertible into approximately 1,033.5 common shares. The filing also lists several existing common stock purchase warrants held indirectly through Ault Lending.

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Insider Hyperscale Data, Inc.
Role Director
Type Security Shares Price Value
Grant/Award Series D Convertible Preferred Stock F1, F2, F3, F4 7,500 $1,000.00 $7.50M
holding Common Stock Purchase Warrants F4 -- -- --
holding Common Stock Purchase Warrants F4 -- -- --
holding Common Stock Purchase Warrants F4 -- -- --
holding Common Stock Purchase Warrants F4 -- -- --
Holdings After Transaction: Series D Convertible Preferred Stock — 7,500 shares (Indirect, By Ault Lending, LLC); Common Stock Purchase Warrants — 24,322 shares (Indirect, By Ault Lending, LLC)
Footnotes (4)
  1. F1. Each share of Series D Convertible Preferred Stock has a stated value of $1,050.00 and is convertible into shares of Common Stock at a conversion price equal to the greater of (i) $0.2668 and (ii) 80% of the lowest closing bid price of the Common Stock during the five (5) trading days immediately prior to the date of conversion into conversion shares, but not greater than $2.00 per share (the "Conversion Price"). The Conversion Price is subject to adjustment in the event of issuances of Common Stock at a price per share lower than the Conversion Price then in effect, as well as upon customary stock splits, stock dividends, combinations or similar events.
  2. F2. The Series D Convertible Preferred Stock has no expiration date.
  3. F3. As of August 4, 2026, the Conversion Price was $1.016 per share, so each share of Series D Convertible Preferred Stock is convertible into approximately 1,033.5 shares of Common Stock.
  4. F4. Ault Lending, LLC ("Ault Lending"), is a wholly-owned subsidiary of Ault Capital Group, Inc. ("ACG"). ACG 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.
Series D preferred shares acquired 7,500 shares Grant/award acquisition on July 31, 2026 reported by Hyperscale Data via Ault Lending
Transaction price per preferred share $1,000.00 per share Reported price for 7,500 Series D Convertible Preferred Stock shares
Stated value per preferred share $1,050.00 per share Each share of Series D Convertible Preferred Stock has this stated value
Conversion Price floor $0.2668 per share Lower bound in the formula for converting Series D preferred into common stock
Conversion Price cap $2.00 per share Upper limit on the Conversion Price for Series D preferred conversions
Conversion Price as of August 4, 2026 $1.016 per share Used to determine common shares issuable per Series D share on that date
Common shares per preferred share at $1.016 1,033.5 shares Approximate common shares into which each Series D share was then convertible
Warrant exercise price example $108.0000 per share Exercise price for warrants covering 13,556 underlying common shares expiring 2029-08-01
Series D Convertible Preferred Stock financial
"7,500 shares of Alzamend’s Series D Convertible Preferred Stock on July 31, 2026"
Series D convertible preferred stock is a class of shares issued in a later-stage funding round that gives holders priority over common shareholders for payouts and often a fixed dividend, while including an option to convert those shares into common stock. It matters to investors because it affects who gets paid first if a company is sold or liquidates and can change ownership stakes and voting power when converted, similar to holding a safer ticket that can be exchanged for regular tickets later.
Conversion Price financial
"convertible into shares of Common Stock at a conversion price equal to the greater of"
The conversion price is the fixed price at which a convertible security, like a bond or preferred stock, can be exchanged for shares of common stock. It acts like a set rate that determines how many shares an investor can receive if they choose to convert their investment. This helps investors understand the value and potential benefits of converting their securities into company shares.
director by deputization regulatory
"may be deemed a director by deputization by virtue of their respective representation"
stated value financial
"Each share of Series D Convertible Preferred Stock has a stated value of $1,050.00"
Stated value is an accounting figure a company assigns to a share when the share has no par (legal) value; it becomes the portion of proceeds recorded as the company’s permanent capital for regulatory and bookkeeping purposes. It matters to investors because it affects the equity reported on the balance sheet and the legal limits on distributions or dividend payments, but it is not the market price — think of it as a record-keeping sticker price rather than what buyers actually pay.
Common Stock Purchase Warrants financial
"Common Stock Purchase Warrants with underlying security title Common Stock"
Common stock purchase warrants are tradable instruments that give the holder the right to buy a company’s common shares at a set price before a specified date, like a coupon that lets you purchase stock later at a fixed rate. They matter to investors because they offer a way to gain future upside if the stock rises, but when exercised they increase the number of shares outstanding and can reduce existing shareholders’ ownership and earnings per share.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

What insider transaction was reported for Alzamend Neuro (ALZN)?

Hyperscale Data, Inc., through its subsidiary Ault Lending, LLC, reported receiving a grant of 7,500 shares of Alzamend Neuro’s Series D Convertible Preferred Stock on July 31, 2026, as an indirect acquisition rather than a market purchase or sale.

How many Series D preferred shares did Hyperscale Data’s affiliate acquire in ALZN?

Ault Lending, LLC, indirectly controlled by Hyperscale Data, Inc., acquired 7,500 shares of Series D Convertible Preferred Stock. Following the transaction, the reported indirect holdings of this preferred series were 7,500 shares, indicating this filing reflects a new grant or award position.

What are the key economic terms of ALZN’s Series D Convertible Preferred Stock?

Each Series D Convertible Preferred share has a stated value of $1,050.00 and converts into common stock at a variable Conversion Price. The Conversion Price is subject to adjustment for lower-priced issuances and customary stock splits, dividends, combinations, or similar corporate events.

What was the Conversion Price for ALZN’s Series D preferred as of August 4, 2026?

As of August 4, 2026, the Conversion Price for Alzamend’s Series D Convertible Preferred Stock was $1.016 per share, making each preferred share then convertible into approximately 1,033.5 shares of common stock, based on the company’s stated conversion mechanics.

Who ultimately has voting and investment power over the ALZN securities in this filing?

The securities are held of record by Ault Lending, LLC, a wholly owned subsidiary of Ault Capital Group, Inc., which is wholly owned by Hyperscale Data, Inc.. Mr. Ault, Executive Chairman of Hyperscale Data, is deemed to have voting and investment power over these holdings.

Does the filing for ALZN include any existing warrant positions?

Yes. The report lists indirect holdings of Common Stock Purchase Warrants through Ault Lending, including warrants with exercise prices such as $4,050.0000 and $108.0000 per share, covering underlying blocks of 988 and 13,556 common shares, with expirations between 2027 and 2029.
SEC Form 4
FORM 4UNITED 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
Estimated average burden
hours per response:0.5
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*
Hyperscale Data, Inc.

(Last)(First)(Middle)
11411 SOUTHERN HIGHLANDS PARKWAY
SUITE 190

(Street)
LAS VEGAS NEVADA 89141

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Alzamend Neuro, Inc. [ ALZN ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)XOther (specify below)
Director by deputization
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
07/31/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Series D Convertible Preferred Stock(1)07/31/2026A7,50007/31/2026 (2)Common Stock(3)$1,0007,500IBy Ault Lending, LLC(4)
Common Stock Purchase Warrants$4,05004/26/202204/26/2027Common Stock988988IBy Ault Lending, LLC(4)
Common Stock Purchase Warrants$10808/01/202408/01/2029Common Stock13,55613,556IBy Ault Lending, LLC(4)
Common Stock Purchase Warrants$10809/27/202409/27/2029Common Stock8,6678,667IBy Ault Lending, LLC(4)
Common Stock Purchase Warrants$10810/30/202410/30/2029Common Stock1,1111,111IBy Ault Lending, LLC(4)
Explanation of Responses:
1. Each share of Series D Convertible Preferred Stock has a stated value of $1,050.00 and is convertible into shares of Common Stock at a conversion price equal to the greater of (i) $0.2668 and (ii) 80% of the lowest closing bid price of the Common Stock during the five (5) trading days immediately prior to the date of conversion into conversion shares, but not greater than $2.00 per share (the "Conversion Price"). The Conversion Price is subject to adjustment in the event of issuances of Common Stock at a price per share lower than the Conversion Price then in effect, as well as upon customary stock splits, stock dividends, combinations or similar events.
2. The Series D Convertible Preferred Stock has no expiration date.
3. As of August 4, 2026, the Conversion Price was $1.016 per share, so each share of Series D Convertible Preferred Stock is convertible into approximately 1,033.5 shares of Common Stock.
4. Ault Lending, LLC ("Ault Lending"), is a wholly-owned subsidiary of Ault Capital Group, Inc. ("ACG"). ACG 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.
Remarks:
Mr. Ault, the Executive Chairman of HSD, which wholly owns ACG, which in turn wholly owns Ault Lending, is a director of the Issuer. For purposes of Section 16 of the Exchange Act, each of HSD, ACG and Ault Lending may be deemed a director by deputization by virtue of their respective representation on the Board of Directors of the Issuer. The holdings reported herein are separately disclosed on Section 16 filings made by Mr. Ault, and this filing is being made solely for the purpose of identifying HSD, ACG and Ault Lending directly as reporting persons for Section 16 purposes
/s/ Milton C. Ault, III, Executive Chairman08/04/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)