Alzamend Neuro, Inc. 8-K

What Happened
Alzamend Neuro, Inc. (ALZN) announced on March 6, 2026 that it entered into an At‑the‑Market Issuance Sales Agreement with Ascendiant Capital Markets, LLC to sell up to $3.0 million of its common stock in an ATM (at‑the‑market) offering. The company filed a prospectus supplement the same day and will conduct sales under its effective Form S‑3 shelf registration (Registration No. 333-273610, filed Aug. 2, 2023; declared effective Aug. 10, 2023).

Key Details

• Agent: Ascendiant Capital Markets, LLC will act as sales agent under the Sales Agreement.
• Size: Up to $3.0 million aggregate offering price of common stock.
• Mechanics: Shares will be sold “at the market” (per Rule 415) under the Company’s Form S‑3 shelf and a prospectus supplement filed March 6, 2026.
• Controls: Alzamend sets parameters (timing, daily limits, minimum prices); Agent uses commercially reasonable efforts to sell; either party may suspend or terminate the agreement.
• Legal: Legal opinion from Olshan Frome Wolosky LLP regarding issuance legality was filed as Exhibit 5.1.

Why It Matters
This ATM gives Alzamend a flexible way to raise up to $3.0M over time without a single large offering. For investors, that means potential incremental dilution if and when shares are sold, but also a source of capital to fund operations or development. There is no assurance any shares will be sold, and terms (timing and price) will depend on market conditions and company instructions.