0001214659-24-005472.txt : 20240328 0001214659-24-005472.hdr.sgml : 20240328 20240328163050 ACCESSION NUMBER: 0001214659-24-005472 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240326 FILED AS OF DATE: 20240328 DATE AS OF CHANGE: 20240328 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: AULT MILTON C III CENTRAL INDEX KEY: 0001212502 ORGANIZATION NAME: STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40483 FILM NUMBER: 24799594 MAIL ADDRESS: STREET 1: 11411 SOUTHERN HIGHLANDS PARKWAY STREET 2: SUITE 240 CITY: LAS VEGAS STATE: NV ZIP: 89141 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Alzamend Neuro, Inc. CENTRAL INDEX KEY: 0001677077 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] ORGANIZATION NAME: 03 Life Sciences IRS NUMBER: 811822909 STATE OF INCORPORATION: DE FISCAL YEAR END: 0430 BUSINESS ADDRESS: STREET 1: 3500 LENOX RD. NE STREET 2: SUITE 1500 CITY: ATLANTA STATE: GA ZIP: 30326 BUSINESS PHONE: 844-722-6333 MAIL ADDRESS: STREET 1: 3500 LENOX RD. NE STREET 2: SUITE 1500 CITY: ATLANTA STATE: GA ZIP: 30326 4 1 marketforms-65403.xml PRIMARY DOCUMENT X0508 4 2024-03-26 0001677077 Alzamend Neuro, Inc. ALZN 0001212502 AULT MILTON C III 11411 SOUTHERN HIGHLANDS PARKWAY SUITE 240 LAS VEGAS NV 89141 true false true false 0 Series B Convertible Preferred Stock 1.00 2024-03-26 4 P false 780 1000.00 A 2024-03-26 Common Stock 780000 2000 I By Ault Lending, LLC Warrants 1.20 2024-03-26 4 P false 780000 0.00 A 2024-09-26 2029-09-26 Common Stock 780000 2000000 I By Ault Lending, LLC The shares of series B convertible preferred stock (the "Series B Convertible Preferred Stock") have no expiration date. Each share of Series B Convertible Preferred Stock has a stated value of $1,000 (the "Stated Value") and is convertible into a number of shares of common stock determined by dividing the Stated Value by the conversion price, which is currently $1.00. Ault Lending, LLC ("Ault Lending"), is a wholly-owned subsidiary of Ault Alliance, Inc. ("AAI"). Mr. Ault, the Executive Chairman of AAI, is deemed to have voting and investment power with respect to the securities held of record by Ault Lending. The Issuer is restricted from issuing shares of common stock upon conversion of the Series B Convertible Preferred Stock and /or exercise of the warrants to the extent such issuances would result in an aggregate number of shares of common stock exceeding 1,322,951, which represents 19.99% of the total shares of common stock issued and outstanding as of January 31, 2024, the execution date of the purchase agreement pursuant to which the shares of Series B Convertible Preferred Stock and warrants are issued, in accordance with the rules and regulations of the Nasdaq Stock Market unless the Issuer first obtains stockholder approval, which has not yet been obtained. These warrants were issued for no additional consideration in connection with the purchase of the Series B Convertible Preferred Stock. /s/ Milton C. Ault, III 2024-03-28