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ALZN: Ault group discloses 4.4% stake via common, preferred, warrants

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
SCHEDULE 13D/A

Rhea-AI Filing Summary

Alzamend Neuro, Inc. holders led by Milton C. Ault III report combined beneficial ownership of 166,909 shares, representing approximately 4.4% of the company's 3,739,861 outstanding shares as of October 7, 2025. The filing aggregates direct holdings, shares underlying Series B convertible preferred stock and exercisable warrants, and stock options across related entities including Hyperscale Data, Ault Lending, Ault Life Sciences and others.

The statement breaks out voting and dispositive power: Mr. Ault holds 1,843 shares directly and shared voting power over 165,066 shares; Hyperscale Data and Ault Lending each report beneficial ownership of roughly 153,937 and 153,925 shares respectively (about 4.0%). Purchase prices for several block holdings are disclosed in aggregate dollar amounts, and no transactions in the past 60 days are reported except as listed in an exhibit.

Positive

  • Transparent disclosure of beneficial ownership breakdown across direct shares, warrants, preferred, and options
  • Detailed voting/dispositive power numbers clarify who controls decision rights (e.g., 165,066 shared voting power for Mr. Ault)
  • Purchase prices disclosed for several holdings, enabling investor traceability of stake cost basis

Negative

  • Concentration of shared voting power through affiliated entities could amplify influence without a large direct economic stake
  • Potential dilution from conversion of Series B preferred and exercisable warrants could change ownership percentages
  • Limited recent trading transparency—no transactions in past 60 days reported except Exhibit 1, requiring review for activity details

Insights

Insider group holds a modest 4.4% stake through a mix of equity and convertible instruments.

The ownership combines direct common shares, shares underlying Series B convertible preferred stock and currently exercisable warrants, plus options. The conversion and warrant components concentrate control within related entities, increasing the reporting persons' effective influence beyond direct share counts.

Primary dependencies are the conversion terms of the Series B instruments and warrant exercise conditions; if exercised, the effective common share count and dilution profile will change. Monitor any amendments to conversion limits or additional filings around exercise events within the next 60–180 days.

Shared voting power signals coordinated control via affiliated entities rather than a single direct block.

The filing shows shared voting power of 165,066 shares attributable to Mr. Ault through affiliated vehicles, which centralizes decision-making influence despite a sub-5% economic stake. That structure can affect board elections or consent matters if other owners are fragmented.

Risks include potential future aggregation of economic and voting power if warrants or preferred shares convert; any proxy solicitations or related-party transactions would likely surface in subsequent filings and should be reviewed over the coming quarters.






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) 61,743 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) 68,848 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) 61,743 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) 68,848 shares of Common Stock held by Ault Lending, LLC.


SCHEDULE 13D




Comment for Type of Reporting Person:
Represents (i) 68,848 shares of Common Stock, (ii) 61,743 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:10/07/2025
WILLIAM B. HORNE
Signature:/s/ William B. Horne
Name/Title:Individual
Date:10/07/2025
HENRY C.W. NISSER
Signature:/s/ Henry C. Nisser
Name/Title:Individual
Date:10/07/2025
KENNETH S. CRAGUN
Signature:/s/ Kenneth S. Cragun
Name/Title:Individual
Date:10/07/2025
DAVID J. KATZOFF
Signature:/s/ David J. Katzoff
Name/Title:Individual
Date:10/07/2025
HYPERSCALE DATA, INC.
Signature:/s/ Milton C. Ault, III
Name/Title:Executive Chairman
Date:10/07/2025
AULT LENDING, LLC
Signature:/s/ David J. Katzoff
Name/Title:Manager
Date:10/07/2025
AULT LIFE SCIENCES, INC.
Signature:/s/ Milton C. Ault, III
Name/Title:Chief Executive Officer
Date:10/07/2025
AULT LIFE SCIENCES FUND, LLC
Signature:/s/ Milton C. Ault, III
Name/Title:Managing Member
Date:10/07/2025

FAQ

What stake does Milton C. Ault III report in Alzamend Neuro (ALZN)?

Mr. Ault may be deemed to beneficially own 166,909 shares, representing about 4.4% of outstanding shares as of October 7, 2025.

How much of ALZN does Hyperscale Data, Inc. beneficially own?

Hyperscale Data may be deemed to beneficially own 153,937 shares, approximately 4.0% of the outstanding shares.

What instruments contribute to the reported ownership percentages?

The counts include direct common shares, shares underlying Series B convertible preferred stock, currently exercisable warrants, and stock options exercisable within 60 days.

What is the total number of ALZN shares outstanding used to calculate percentages?

Percentages are based on 3,739,861 shares outstanding as reported to the reporting persons.

Did the reporting persons trade ALZN stock in the past 60 days?

The filing states no transactions in the past 60 days by the reporting persons except as set forth in Exhibit 1 to the filing.

Are purchase prices for the reported holdings disclosed?

Yes; several aggregate purchase prices are provided, for example $159,727 for 68,848 shares held by Ault Lending and $7,970 for 11,068 shares held by Ault Life Sciences.
Alzamend Neuro Inc

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