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[SCHEDULE 13D/A] Alzamend Neuro, Inc. SEC Filing

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
SCHEDULE 13D/A
Rhea-AI Filing Summary

Alzamend Neuro, Inc. (ALZN) Schedule 13D/A amends prior disclosures to report beneficial ownership positions held by Milton C. Ault, III and affiliated entities. The filing states 3,339,861 shares outstanding and reports that Mr. Ault may be deemed to beneficially own 606,321 shares, or approximately 15.9% of the common stock, through a combination of direct holdings, warrants and shares underlying Series B convertible preferred stock held by affiliated entities.

The filing also reports that Hyperscale Data, Inc. and Ault Lending, LLC may each be deemed to beneficially own approximately 15.5% (593,349 and 593,337 shares respectively). Other reporting persons (Horne, Nisser, Cragun, Katzoff) hold much smaller positions, generally representing shares and options exercisable within 60 days. Item 3 discloses sources of funds and aggregate purchase prices for specified holdings and instruments.

Positive
  • Comprehensive ownership disclosure quantifying direct holdings, warrants and convertible preferred interests for Mr. Ault and affiliates
  • Material percentage figures provided: 606,321 shares (approx. 15.9%) for Mr. Ault and ~15.5% for Hyperscale Data/Ault Lending, using a clear outstanding-share base (3,339,861)
  • Itemized voting and dispositive power for each reporting person increases transparency about control and influence
Negative
  • Concentrated ownership (~15–16%) by a single individual and affiliated entities may materially affect governance and voting outcomes
  • Overlapping beneficial ownership among affiliated entities complicates independent shareholder voting dynamics

Insights

TL;DR Significant concentrated ownership: Mr. Ault and affiliated entities control roughly 15–16% of ALZN, disclosed via direct shares, warrants and convertible preferred interests.

The filing provides a clear ownership map: Mr. Ault's 606,321-share beneficial position (15.9%) aggregates direct shares, shares underlying Series B convertible preferred stock, and exercisable warrants across multiple affiliated entities. Hyperscale Data and Ault Lending are reported separately at ~15.5% each, reflecting overlapping economic interests. The statement quantifies voting and dispositive powers for each reporting person and cites a 3,339,861-share outstanding base used to calculate percentages, which is material for evaluating ownership dilution and voting influence.

TL;DR Ownership concentration and shared voting/dispositive power are clearly disclosed, highlighting potential governance influence by related parties.

The filing documents both sole and shared voting and dispositive powers: Mr. Ault holds 1,843 shares of sole voting power and 604,478 shares of shared voting power. Affiliates (Hyperscale, Ault Lending, Ault Life Sciences, Ault Life Sciences Fund) are itemized with specific holdings and exercise rights. Item 3 details purchase prices for principal holdings and instruments, supporting transparency about how positions were funded. No transactions in the past 60 days are reported except as noted in Exhibit 1. This disclosure is thorough for investor assessment of control relationships.






If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).






SCHEDULE 13D




Comment for Type of Reporting Person:
Sole voting and dispositive power represents shares of Common Stock. Shared voting and dispositive power represents (i) 461,743 shares of Common Stock underlying shares of Series B Convertible Preferred Stock held by Ault Lending, LLC, (ii) 23,334 shares of Common Stock underlying currently exercisable warrants held by Ault Lending, LLC, (iii) 108,260 shares of Common Stock held by Ault Lending, LLC, (iv) 11,068 shares of Common Stock held by Ault Life Sciences, Inc., (v) 61 shares of Common Stock held by Ault Life Sciences Fund, LLC, and (vi) 12 shares of Common Stock underlying currently exercisable warrants held by Hyperscale Data, Inc.


SCHEDULE 13D




Comment for Type of Reporting Person:
Represents (i) 3,333 shares of Common Stock and (ii) 185 shares of Common Stock underlying stock options currently exercisable or exercisable within 60 days.


SCHEDULE 13D




Comment for Type of Reporting Person:
Represents shares of Common Stock underlying stock options currently exercisable or exercisable within 60 days.


SCHEDULE 13D




Comment for Type of Reporting Person:
Represents shares of Common Stock underlying stock options currently exercisable or exercisable within 60 days.


SCHEDULE 13D




Comment for Type of Reporting Person:
Represents (i) 615 shares of Common Stock and (ii) 1,111 shares of Common Stock underlying stock options currently exercisable or exercisable within 60 days.


SCHEDULE 13D




Comment for Type of Reporting Person:
Represents (i) 12 shares of Common Stock underlying currently exercisable warrants held by it, (ii) 461,743 shares of Common Stock underlying shares of Series B Convertible Preferred Stock held by Ault Lending, LLC, (iii) 23,334 shares of Common Stock underlying currently exercisable warrants held by Ault Lending, LLC, and (iv) 108,260 shares of Common Stock held by Ault Lending, LLC.


SCHEDULE 13D




Comment for Type of Reporting Person:
Represents (i) 108,260 shares of Common Stock, (ii) 461,743 shares of Common Stock underlying shares of Series B Convertible Preferred Stock and (iii) 23,334 shares of Common Stock underlying currently exercisable warrants.


SCHEDULE 13D






SCHEDULE 13D






SCHEDULE 13D


MILTON C. AULT, III
Signature:/s/ Milton C. Ault, III
Name/Title:Individual
Date:09/23/2025
WILLIAM B. HORNE
Signature:/s/ William B. Horne
Name/Title:Individual
Date:09/23/2025
HENRY C.W. NISSER
Signature:/s/ Henry C. Nisser
Name/Title:Individual
Date:09/23/2025
KENNETH S. CRAGUN
Signature:/s/ Kenneth S. Cragun
Name/Title:Individual
Date:09/23/2025
DAVID J. KATZOFF
Signature:/s/ David J. Katzoff
Name/Title:Individual
Date:09/23/2025
HYPERSCALE DATA, INC.
Signature:/s/ Milton C. Ault, III
Name/Title:Executive Chairman
Date:09/23/2025
AULT LENDING, LLC
Signature:/s/ David J. Katzoff
Name/Title:Manager
Date:09/23/2025
AULT LIFE SCIENCES, INC.
Signature:/s/ Milton C. Ault, III
Name/Title:Chief Executive Officer
Date:09/23/2025
AULT LIFE SCIENCES FUND, LLC
Signature:/s/ Milton C. Ault, III
Name/Title:Managing Member
Date:09/23/2025

FAQ

How many shares does Milton C. Ault, III beneficially own in ALZN?

The filing states Mr. Ault may be deemed to beneficially own 606,321 shares, approximately 15.9% of the outstanding common stock (based on 3,339,861 shares outstanding).

What percentage of ALZN does Hyperscale Data, Inc. and Ault Lending, LLC own?

Both Hyperscale Data and Ault Lending are reported as beneficially owning approximately 15.5% of the common stock (593,349 and 593,337 shares respectively).

What types of instruments contribute to the reported ownership?

Reported ownership includes direct common shares, shares underlying Series B convertible preferred stock, and currently exercisable warrants and stock options.

What share count was used to calculate the ownership percentages?

Percentages are calculated using 3,339,861 shares outstanding as reported to the reporting persons as of September 22, 2025.

Were any transactions in ALZN shares reported in the past 60 days?

The filing states none of the Reporting Persons engaged in transactions in the past 60 days except as set forth in Exhibit 1 to the filing.
Alzamend Neuro Inc

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