0001214659-23-013845.txt : 20231024 0001214659-23-013845.hdr.sgml : 20231024 20231024163027 ACCESSION NUMBER: 0001214659-23-013845 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20231020 FILED AS OF DATE: 20231024 DATE AS OF CHANGE: 20231024 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: AULT MILTON C III CENTRAL INDEX KEY: 0001212502 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-12711 FILM NUMBER: 231342992 MAIL ADDRESS: STREET 1: 11411 SOUTHERN HIGHLANDS PARKWAY STREET 2: SUITE 240 CITY: LAS VEGAS STATE: NV ZIP: 89141 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Ault Alliance, Inc. CENTRAL INDEX KEY: 0000896493 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRONIC COMPONENTS, NEC [3679] IRS NUMBER: 941721931 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 11411 SOUTHERN HIGHLANDS PARKWAY STREET 2: SUITE 240 CITY: LAS VEGAS STATE: NV ZIP: 89141 BUSINESS PHONE: (949) 444-5464 3679 MAIL ADDRESS: STREET 1: 11411 SOUTHERN HIGHLANDS PARKWAY STREET 2: SUITE 240 CITY: LAS VEGAS STATE: NV ZIP: 89141 FORMER COMPANY: FORMER CONFORMED NAME: BitNile Holdings, Inc. DATE OF NAME CHANGE: 20211213 FORMER COMPANY: FORMER CONFORMED NAME: Ault Global Holdings, Inc. DATE OF NAME CHANGE: 20210119 FORMER COMPANY: FORMER CONFORMED NAME: DPW Holdings, Inc. DATE OF NAME CHANGE: 20171229 4 1 ownership.xml X0508 4 2023-10-20 0 0000896493 Ault Alliance, Inc. AULT 0001212502 AULT MILTON C III 11411 SOUTHERN HIGHLANDS PARKWAY SUITE 240 LAS VEGAS NV 89141 1 1 1 0 Executive Chairman 0 10% Senior Secured Convertible Promissory Note 2023-10-13 4 P 0 17519832 17519832 A 2023-10-20 2028-10-12 Common Stock 17519832 I By Ault & Company, Inc. Warrant to Purchase Common Stock 0.1837 2023-10-13 4 P 0 47685988 A 2024-04-15 2028-10-13 Common Stock 47685988 47685988 I By Ault & Company, Inc. On October 13, 2023 (the "Closing Date"), the Issuer issued a 10% Senior Secured Convertible Promissory Note (the "Note") to Ault & Company, Inc. ("Ault & Co."), with a principal face amount of $17,519,832. The Note bears interest at the rate of 10% per annum and matures on October 12, 2028. Interest is payable, at Ault & Co.'s option, in cash or shares of common stock at the applicable Conversion Price (as defined below). The Note is convertible, at Ault & Co.'s option, into shares of common stock ("Conversion Shares") at a conversion price that is the greater of (i) $0.10 per share (the "Floor Price"), which such Floor Price shall not be adjusted for stock dividends, stock splits, stock combinations and other similar transactions and (ii) the lesser of (A) $0.2952 or (B) 105% of the closing sale price of the Common Stock on the trading day immediately prior to the date of conversion (the "Conversion Price"). The Company may not issue Conversion Shares and/or shares of common stock issuable upon exercise of the warrants issued in connection with the purchase of the Note to the extent such issuances would result in an aggregate number of shares of common stock exceeding, 5,724,888, which represented 19.99% of the total shares of common stock issued and outstanding as of the Closing Date, in accordance with the rules and regulations of the NYSE American, LLC unless the Issuer first obtains stockholder approval. Milton C. Ault, III, is the Chief Executive Officer of Ault & Co. and is deemed to beneficially own the shares held by Ault & Co. The warrants were received as additional consideration for the purchase of the Note. /s/ Milton C. Ault, III 2023-10-24