Statement of Changes in Beneficial Ownership (4)
02 November 2022 - 07:37AM
Edgar (US Regulatory)
FORM 4
[ ] Check this box if no longer subject to Section
16. Form 4 or Form 5 obligations may continue. See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL
OWNERSHIP OF SECURITIES
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OMB
APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response... 0.5 |
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Filed pursuant to Section 16(a) of the
Securities Exchange Act of 1934 or Section 30(h) of the Investment
Company Act of 1940
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1. Name
and Address of Reporting Person * AULT MILTON C
III |
2. Issuer Name and Ticker or Trading
Symbol Alzamend Neuro, Inc. [ ALZN ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)_____
Director __X__
10% Owner
_____ Officer (give title
below) _____ Other
(specify below)
|
(Last)
(First)
(Middle)
11411 SOUTHERN HIGHLANDS PARKWAY, SUITE 240 |
3. Date of Earliest Transaction (MM/DD/YYYY)
10/31/2022
|
(Street)
LAS VEGAS, NV 89141
(City)
(State)
(Zip)
|
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
|
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. Trans. Date |
2A. Deemed Execution Date, if any |
3. Trans. 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 |
10/31/2022 |
|
P |
|
6000 |
A |
$1.1893 (1) |
10102667 |
I |
By Ault Lending, LLC (2) |
Common Stock |
|
|
|
|
|
|
|
2500000 |
D |
|
Common Stock |
|
|
|
|
|
|
|
14942984 |
I |
By Ault Life Sciences, Inc. (3) |
Common Stock |
|
|
|
|
|
|
|
10000000 |
I |
By Ault Life Sciences Fund, LLC (4) |
Common Stock |
|
|
|
|
|
|
|
325000 |
I |
By Ault Alpha LP (5) |
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible
securities)
|
1. Title of Derivate Security
(Instr. 3) |
2. Conversion or Exercise Price of Derivative
Security |
3. Trans. Date |
3A. Deemed Execution Date, if any |
4. Trans. 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 |
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 of Derivative Security: 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 |
Explanation of
Responses: |
(1) |
The common stock was
purchased by the reporting person in open market transactions on
the transaction date, with a volume weighted average purchase price
of $1.1893. The range of purchase prices on the transaction date
was $1.1733 to $1.2037 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 purchased at each price. |
(2) |
Ault Lending, LLC ("Ault
Lending"), is a wholly-owned subsidiary of BitNile Holdings, Inc.
("BH"). Mr. Ault, the Executive Chairman of BH, is deemed to have
voting and investment power with respect to the securities held of
record by Ault Lending. |
(3) |
Mr. Ault has sole voting and
investment power with respect to the securities held of record by
Ault Life Sciences, Inc. |
(4) |
Mr. Ault has sole voting and
investment power with respect to the securities held of record by
Ault Life Sciences Fund, LLC. |
(5) |
Milton C. Ault, III, is the
Manager of Ault Alpha GP LLC ("Ault GP") and Ault Capital
Management LLC ("AC Management"). Ault GP and AC Management are the
general partner and investment manager to Ault Alpha LP,
respectively. As such, Mr. Ault is deemed to beneficially own the
shares held by Ault Alpha LP. |
Reporting
Owners
|
Reporting Owner Name / Address |
Relationships
|
Director |
10% Owner |
Officer |
Other |
AULT MILTON C III
11411 SOUTHERN HIGHLANDS PARKWAY
SUITE 240
LAS VEGAS, NV 89141 |
|
X |
|
|
Signatures
|
/s/ Milton C. Ault, III |
|
11/1/2022 |
**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 control number. |
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