Alzamend Neuro Files Proxy Statement for Annual Meeting

TL;DR

Alzamend Neuro DEF 14A filed. Vote your shares for the July 8th meeting!

AI Summary

Alzamend Neuro, Inc. filed a DEF 14A proxy statement on May 31, 2024, for its annual meeting on July 8, 2024. The filing details executive compensation, board nominations, and other corporate governance matters for the company, which is focused on pharmaceutical preparations. The company's fiscal year ends on April 30.

Why It Matters

This filing provides shareholders with crucial information regarding company leadership, voting matters, and financial disclosures, enabling informed participation in corporate governance.

Risk Assessment

Risk Level: medium — DEF 14A filings are routine but can contain information about executive compensation, board changes, or shareholder proposals that may impact stock price.

Key Numbers

• 001-40483 — SEC File Number (Identifies the company's registration with the SEC.)
• 2834 — SIC Code (Indicates the company operates in the Pharmaceutical Preparations industry.)

Key Players & Entities

• Alzamend Neuro, Inc. (company) — Registrant
• 20240531 (date) — Filing Date
• 20240708 (date) — Meeting Date
• 3500 LENOX RD. NE SUITE 1500 ATLANTA GA 30326 (address) — Business and Mail Address
• 844-722-6333 (phone_number) — Business Phone

FAQ

Key Financial Figures

• $0.0001 — into shares of common stock, par value $0.0001 per share (the “ Common Stock &rd
• $25,000,000 — ck, for a total purchase price of up to $25,000,000.00, issued pursuant to the Securities P
• $25 million — ock for a total purchase price of up to $25 million dollars (the “ Preferred Transact

Filing Documents

• f530240def14a.htm (DEF 14A) — 150KB
• alzamendlogo_regmark.jpg (GRAPHIC) — 17KB
• exproxy-001.jpg (GRAPHIC) — 63KB
• exproxy-002.jpg (GRAPHIC) — 77KB
• exproxy-003.jpg (GRAPHIC) — 50KB
• exproxy-004.jpg (GRAPHIC) — 54KB
• 0001214659-24-010336.txt ( ) — 510KB

From the Filing

DEF 14A 1 f530240def14a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, For Use of the Commission Only (as Permitted by Rule 14a-6(e)(2)) x Definitive Proxy Statement ¨ Definitive Additional Materials ¨ Soliciting Material Pursuant to § 240.14a-12 ALZAMEND NEURO, INC. (Name of Registrant as Specified in its Charter) (Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check the appropriate box): x No fee required ¨ Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11. (1) Title of each class of securities to which transaction applies: (2) Aggregate number of securities to which transaction applies: (3) Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined): (4) Proposed maximum aggregate value of transaction: (5) Total fee paid: ¨ Fee paid previously with preliminary materials: ¨ Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. (1) Amount Previously Paid: (2) Form, Schedule or Registration Statement No.: (3) Filing Party: (4) Date Filed: DEFINITIVE PROXY STATEMENT Alzamend Neuro, Inc. 3480 Peachtree Road NE Second Floor, Suite 103 Atlanta, GA 30326 (844) 722-6333 NOTICE OF SPECIAL MEETING OF THE STOCKHOLDERS Virtual Meeting Only – No Physical Meeting Location TO BE HELD ON JULY 8, 2024 We cordially invite you to attend the Special Meeting of Stockholders (the “ Meeting ”) of Alzamend Neuro, Inc. (the “ Company ”). In the interest of providing our stockholders with greater access and flexibility to attend the Meeting, NOTICE IS HEREBY GIVEN that the location, date and time of the Meeting will be held in a virtual meeting format only on Monday, July 8, 2024 at 12:00 P.M. Eastern Time. You will not be able to attend the Meeting in person. To access the virtual meeting, please click the Virtual Stockholder Meeting link: meetnow.global/M5M6G4W. To log in to the virtual meeting, you will join as a “Stockholder.” You will be required to have a control number. Details regarding logging onto and attending the Meeting over the website and the business to be conducted are described in the Proxy Card included with this Proxy The Meeting will be held for the following purposes: · To approve, pursuant to Rule 5635 of the Nasdaq Stock Market, the conversion of the Company’s shares of Series A convertible preferred stock (the “ Series A Preferred Stock ”) into shares of common stock, par value $0.0001 per share (the “ Common Stock ”), and warrants (the “ Warrants ”) to purchase shares of Common Stock, for a total purchase price of up to $25,000,000.00, issued pursuant to the Securities Purchase Agreement dated May 8, 2024 and the Certificate of Designations of the Rights and Preferences of Series A Convertible Preferred Stock (the “ Series A Proposal ”); and · To approve of the adjournment of the Meeting to a later date or time, if necessary, to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the Meeting, there are not sufficient votes to approve the proposal before the Meeting (the “ Adjournment Proposal ”). The Board of Directors has fixed the close of business on May 29, 2024 as the date for a determination of the stockholders of record entitled to notice of, and to vote at, the Meeting or any adjournment or postponement thereof. Whether or not you plan to attend the Meeting, it is important that you vote your shares. Regardless of the number of shares you own, please promptly vote your shares by telephone (before the Meeting) or Internet or, if you have received printed copies of the proxy materials, by marking, signing and dating the proxy card and returning it in the postage paid envelope provided. Atlanta, Georgia BY ORDER OF THE BOARD OF DIRECTORS, May 31, 2024 /s/ Stephan Jackman Stephan Jackman Chief Executive Officer TABLE OF CONTENTS Page INFORMATION CONCERNING THE MEETING 1 QUESTIONS AND ANSWERS ABOUT THESE PROXY MATERIALS AND VOTING 2 PROPOSAL NO. 1: APPROVAL, PURSUANT TO NASDAQ RULE 5635, OF THE CONVERSION OF SHARES OF OUR SERIES A PREFERRED STOCK AND EXERCISE OF WARRANTS PURSUANT TO THE SECURITIES

View Full Filing

View this DEF 14A filing on SEC EDGAR