Alzamend Neuro, Inc. — Form S-1

On July 31, 2026, Alzamend Neuro entered into a Securities Purchase Agreement with Ault Lending, LLC (controlled by Hyperscale Data, Inc.) for up to $25 million in Series D Convertible Preferred Stock. Initial closing of $7.5 million occurred on execution date; $2.5 million due within 10 days of registration statement effectiveness; remaining $15 million in monthly $1 million tranches over ~15 months, subject to closing conditions. Each Preferred Share ($1,050 stated value) converts to common stock at conversion price of $0.2668 (floor) to 80% of 5-day low closing price (capped at $2.00), resulting in approximately 98.4 million conversion shares, subject to 19.99% Nasdaq issuance cap pending stockholder approval.