Alzamend Neuro, Inc. Announces At-The-Market Issuance Sales Agreement with Ascendiant Capital Markets, LLC

Atlanta, GA – March 6, 2026 – Alzamend Neuro, Inc. (Nasdaq: ALZN), a clinical-stage biopharmaceutical company, has entered into a significant At-the-Market (ATM) Issuance Sales Agreement with Ascendiant Capital Markets, LLC. This development could impact Alzamend’s share price and is highly relevant for current and prospective shareholders.

Key Points from the Report

• ATM Sales Agreement Signed: On March 6, 2026, Alzamend Neuro, Inc. signed an At-the-Market Issuance Sales Agreement with Ascendiant Capital Markets, LLC.
• Potential Equity Issuance: Under the ATM, Alzamend may, from time to time, offer and sell shares of its common stock, \$0.0001 par value, directly into the market through Ascendiant as sales agent. The actual amount to be raised, pricing, and timing will depend on market conditions and the company’s needs.
• Nasdaq Listing Maintained: The shares offered under this agreement will be listed and traded on the Nasdaq Capital Market under the symbol “ALZN”.
• Emerging Growth Company: Alzamend is classified as an “emerging growth company” and has not opted out of the extended transition period for complying with any new or revised financial accounting standards.
• Legal and Compliance: The company has obtained a legal opinion from Olshan Frome Wolosky LLP regarding the legality of the shares to be issued, ensuring compliance with all regulatory requirements.
• Use of Proceeds: The proceeds from any sales under the ATM agreement will be used as described in the prospectus, typically for general corporate purposes, research and development, and working capital.
• Ongoing SEC Compliance: The agreement includes stringent commitments to maintain SEC and Sarbanes-Oxley Act compliance, proper disclosure controls, and timely reporting of all material events.

Important Shareholder Considerations

• Potential Dilution: The ATM facility allows Alzamend to issue additional shares into the market at prevailing prices. This could lead to dilution of existing shareholders, which is a price-sensitive issue that may put downward pressure on the share price depending on the scale and frequency of issuance.
• Flexibility and Funding: The ATM provides Alzamend with a flexible mechanism to raise capital as needed, supporting the company’s ongoing R&D and clinical activities without the need for a large, one-off financing event. This can be positive for the company’s financial stability and growth prospects.
• Material Adverse Effects: The agreement contains representations that there have been no material adverse changes or prospective material adverse effects since the last reported periods. Any such future events will be disclosed and could impact share value.
• Regulatory Safeguards: The company has committed to regular reporting, maintaining internal controls, and compliance with all applicable financial and legal regulations. This reduces risk for investors.
• No Defaults or Legal Issues: The company reports no defaults on debt, significant legal proceedings, or regulatory issues that could jeopardize its operations or share value.

Detailed Provisions and Additional Information

• ATM Structure: Sales are to be made at prevailing market prices, and the agreement is designed to ensure that offerings do not disrupt orderly market trading.
• Shareholder Notifications: The company is required to promptly disclose any material developments, including amendments to the registration statement, events affecting the prospectus, or suspension of trading.
• Legal Opinion Filed: The legal opinion from Olshan Frome Wolosky LLP is filed as Exhibit 5.1, confirming the shares are duly authorized, validly issued, fully paid, and non-assessable.
• Exhibits Included: The filing includes the full ATM agreement as Exhibit 10.1, the legal opinion as Exhibit 5.1, and related consents and compliance documents.
• No Unreported Off-Balance Sheet Arrangements: The company affirms there are no off-balance sheet transactions that could materially affect liquidity or capital resources.
• Insurance and Risk Management: Alzamend maintains insurance coverage customary for companies in its industry.
• Compliance with Sanctions and Anti-Corruption Laws: The company affirms it has not engaged in any activities in violation of relevant sanctions laws or anti-corruption statutes, including the Foreign Corrupt Practices Act.

Potential Share Price Impact

• The ability to raise capital via ATM can be viewed positively as it supports the company’s cash needs and business plan, but the resulting share issuances may dilute existing holdings and impact market price.
• Investors should monitor the volume and timing of ATM sales as reported in Alzamend’s SEC filings for potential effects on share supply and price.
• No current material adverse events or compliance failures are reported, which supports share value stability. However, any future adverse disclosures or heavy reliance on equity financing could move the share price.

Disclaimer

This article is for informational purposes only and does not constitute financial advice or an offer to buy or sell any securities. Investors should conduct their own due diligence and consult professional advisors before making investment decisions. The information herein is based on public filings as of March 6, 2026, and may not reflect subsequent developments or updates.

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