SC 13G: Ault Alliance, Inc.

AI Summary

SC 13G filing by Ault Alliance, Inc..

Risk Assessment

Risk Level: low

FAQ

Key Financial Figures

• $0.001 — Inc. (Name of Issuer) Common Stock, $0.001 per share par value (Title of Class o

Filing Documents

• tm2420262d1_sc13g.htm (SC 13G) — 58KB
• 0001104659-24-088527.txt ( ) — 59KB

(a). Name of Issuer

Item 1 (a). Name of Issuer: Ault Alliance, Inc. (the "Issuer")

(b). Address

Item 1 (b). Address of Issuer's Principal Executive Offices: 11411 Southern Highlands Parkway, Suite 240 Las Vegas, NV 89141

(a). Name of

Item 2 (a). Name of Person Filing: Esousa Group Holdings LLC and Michael Wachs (collectively, the "Reporting Persons")

(b). Address

Item 2 (b). Address of Principal Business Office or, if None, Residence: 211 East 43rd Street, Suite 402 New York, NY 10017

(c). Citizenship

Item 2 (c). Citizenship: Esousa Group Holdings LLC is a New York limited liability company and Mr. Wachs is a U.S. citizen.

(d). Title of Class of Securities

Item 2 (d). Title of Class of Securities: Common stock, par value $0.001 per share, of the Issuer (the "Common Stock")

(e). CUSIP Number

Item 2 (e). CUSIP Number: 09175M 507

If this statement is filed

Item 3. If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a: (a) Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o); (b) Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c); (c) Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c); (d) Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8); (e) An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E); (f) An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F); (g) A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G); (h) A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); (i) A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act (15 U.S.C. 80a-3): (j) A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J); (k) Group, in accordance with § 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution: __ 4

Ownership

Item 4. Ownership. Provide the following information regarding the aggregate number and percentage of the class of securities identified in Item 1. The information as of the date of the event which requires filing of this statement required by Items 4 (a) - (c) is set forth in Rows 5 - 11 of the cover page for the Reporting Persons hereto and is incorporated herein by reference. The percentage set forth in Row 11 of the cover page for each Reporting Person is based on 35,846,318 shares of Common Stock issued and outstanding as of July 18, 2024 and assumes the issuance of shares of Common Stock upon conversion of the Convertible Promissory Note issued by the Issuer to the Reporting Person dated July 19, 2024 (the “Convertible Note”), subject to the Beneficial Pursuant to the terms of the Convertible Note, the Issuer cannot issue shares of Common Stock to the Reporting Person and the Reporting Person cannot convert the Convertible Note, to the extent that the Reporting Person would beneficially own, after any such conversion, more than 9.9% of the then issued and outstanding shares of Common Stock (the “Beneficial Ownership Maximum”), and the percentage set forth in Row 11 of the cover page gives effect to the Beneficial Ownership Maximum. Consequently, due to the Beneficial Ownership Maximum, as of the date of the event which requires filing of this statement, the Reporting Person could not convert all of the Convertible Note.

Ownership

Item 5. Ownership of Five Percent or Less of a Class. N/A

Ownership

Item 6. Ownership of More than Five Percent on Behalf of Another Person. N/A

Identification and Classification

Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company. N/A

Identification

Item 8. Identification and Classification of Members of the Group. N/A

Notice

Item 9. Notice of Dissolution of Group. N/A

Certification

Item 10. Certification. By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under §240.14a-11. 5 SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. August 12, 2024 ESOUSA GROUP HOLDINGS LLC By: /s/ Michael Wachs Michael Wachs Managing Member /s/ Michael Wachs Michael Wachs 6 EXHIBIT A AGREEMENT REGARDING JOINT FILING OF STATEMENT ON SCHEDULE 13D OR 13G The undersigned agree to file jointly with the Securities and Exchange Commission (the "SEC") any and all statements on Schedule 13D or Schedule 13G (and any amendments or supplements thereto) required under section 13(d) of the Securities Exchange Act of 1934, as amended, in connection with purchases and sales by the undersigned of the securities of Ault Alliance, Inc. until such time as the undersigned file with the SEC a statement terminating this Agreement Regarding Joint Filing of Statement on Schedule 13D or 13G. August 12, 2024 ESOUSA GROUP HOLDINGS LLC By: /s/ Michael Wachs Michael Wachs Managing Member /s/ Michael Wachs Michael Wachs 7

View Full Filing

View this SC 13G filing on SEC EDGAR