Alzamend Neuro, Inc. announced that it has entered into a Securities Purchase Agreement with returning investor Ault Lending, LLC to issue up to 6,000 shares of Series A convertible preferred stock and warrants to purchase shares of the company?s common stock, par value $0.0001 per share at an issue price of $1,000 per share for gross proceeds of $6,000,000 on January 31, 2024. The agreement provides that the investor may purchase up to $6 million of Series A Convertible Preferred Stock. Each share of Series A Convertible Preferred Stock is convertible into a number of shares of Common Stock determined by dividing the Stated Value by $1. The Conversion Price is subject to adjustment in the event of an issuance of Common Stock at a price per share lower than the Conversion Price then in effect.

At each closing, the company will issue the investor the Warrants, which grant the investor the right to purchase a specified number of Common Stock. The exercise price of the Warrants is $1.20 and the number of Warrant Shares is equal to the number of Conversion Shares issuable upon the Series A Convertible Preferred Stock issued at that closing. The Exercise Price is subject to adjustment in the event of an issuance of Common Stock at a price per share lower than the Exercise Price then in effect.

The Agreement provides that the Financing may be conducted through one or more closings. The Purchaser has the right to purchase up to $2 million of Series A Convertible Preferred Stock, which includes the amount in the Initial Closing, on or before March 31, 2024, and the right to purchase up to $4 million of Series A Convertible Preferred Stock after March 31, 2024 but on or before March 31, 2025. The Agreement will automatically terminate if the final closing of the Financing has not occurred prior to the Termination Date.