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[Form 4] Alzamend Neuro, Inc. Insider Trading Activity

Filing Impact
(Neutral)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Milton C. Ault III, a director of Alzamend Neuro, Inc. (ALZN), reported a series of transactions in early October 2025. On 10/08/2025 he converted Series B convertible preferred shares into 61,743 shares of common stock at a conversion price of $2.32, increasing the indirect holdings reported for Ault Lending, LLC to 130,591 shares. That same day he sold 101,394 shares in open-market transactions at a volume-weighted average price of $2.4376 (trade range $2.42$2.4634).

On 10/09/2025 he sold an additional 20,397 shares at $2.3234, leaving Ault Lending, LLC with 8,260 indirectly held shares. The filing also shows other indirect holdings: 11,068 shares via Ault Life Sciences, Inc. and 61 shares via Ault Life Sciences Fund, LLC, plus several warrants totaling 23,334 underlying common shares across three warrant issuances.

Positive

  • Conversion of Series B preferred into 61,743 common shares increased transparency of share structure
  • Sales disclosed with VWAP ($2.4376) and price range, providing clear execution data

Negative

  • Large open-market sales totaled 121,791 shares across 10/08/202510/09/2025, reducing Ault Lending's indirect holdings to 8,260 shares
  • Concentration of holdings shifted to multiple affiliated entities, which may complicate voting/ownership clarity

Insights

Insider converted preferred shares then conducted sizable open-market sales over two days.

The conversion on 10/08/2025 increased common shares by 61,743, and immediate open-market sales of 101,394 shares that day (VWAP $2.4376) plus 20,397 shares on 10/09/2025 reduced the indirect holding of Ault Lending, LLC to 8,260 shares. These transactions are reported as direct dispositions from the reporting person and as indirect beneficial ownership for affiliated entities.

Such activity can affect near-term free float and signals liquidity actions by a major insider. Monitor subsequent filings for additional conversions, sales, or explanations and note the reported sale prices and volumes for immediate market impact over the 10/08/202510/09/2025 window.

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
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*
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)
10/08/2025
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 10/08/2025 C 61,743(1) A $2.32 130,591 I By Ault Lending, LLC(2)
Common Stock 10/08/2025 S 101,394 D $2.4376(3) 28,657 I By Ault Lending, LLC(2)
Common Stock 10/09/2025 S 20,397 D $2.3234 8,260 I By Ault Lending, LLC(2)
Common Stock 1,843 D
Common Stock 11,068 I By Ault Life Sciences, Inc.(4)
Common Stock 61 I By Ault Life Sciences Fund, LLC(5)
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(6) 10/08/2025 C 143.2447 01/31/2024 (7) Common Stock 100,000 $1,000 0 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 $2.4376. The range of sales prices on the transaction date was $2.42 to $2.4634 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. Mr. Ault has sole voting and investment power with respect to the securities held of record by Ault Life Sciences, Inc.
5. Mr. Ault has sole voting and investment power with respect to the securities held of record by Ault Life Sciences Fund, LLC.
6. 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.
7. The shares of Series B Preferred have no expiration date.
Remarks:
/s/ Milton C. Ault, III 10/10/2025
** Signature of Reporting Person Date
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.

FAQ

What transactions did Milton C. Ault III report for ALZN on Form 4?

He converted Series B preferred into 61,743 common shares on 10/08/2025 and sold 101,394 shares that day (VWAP $2.4376), then sold an additional 20,397 shares on 10/09/2025 at $2.3234.

How many ALZN shares does Ault Lending, LLC hold after these transactions?

Following the reported transactions, Ault Lending, LLC is reported to beneficially hold 8,260 indirect shares.

Were the sales executed in the open market and at what price range?

Yes. The 10/08/2025 sales had a volume-weighted average sale price of $2.4376 with a reported range of $2.42 to $2.4634.

Does the filing show other related-party holdings in ALZN?

Yes. The filing shows 11,068 shares held indirectly by Ault Life Sciences, Inc. and 61 shares by Ault Life Sciences Fund, LLC, plus warrants underlying 23,334 common shares.

Was the conversion price for the Series B preferred disclosed?

The filing shows a conversion price of $2.32 for the Series B convertible preferred used in the conversion on 10/08/2025.
Alzamend Neuro Inc

NASDAQ:ALZN

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ALZN Stock Data

7.45M
3.72M
0.81%
0.07%
4.37%
Biotechnology
Pharmaceutical Preparations
Link
United States
ATLANTA