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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
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Allied Gaming & Entertainment Inc. (Name of Issuer) |
Common Stock (Title of Class of Securities) |
01915A109 (CUSIP Number) |
David Lee 24285 Katy Freeway, Suite 300, Katy, TX, 77494 832-330-7795 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
09/09/2025 (Date of Event Which Requires Filing of This Statement) |
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the
Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other
provisions of the Act (however, see the Notes).
SCHEDULE 13D
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| CUSIP No. | 01915A109 |
| 1 |
Name of reporting person
Digitas Global LLC | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
 (b)
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| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
OO | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
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| 6 | Citizenship or place of organization
TEXAS
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 11 | Aggregate amount beneficially owned by each reporting person
3,800,000.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
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| 13 | Percent of class represented by amount in Row (11)
10.3 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IA |
SCHEDULE 13D
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| Item 1. | Security and Issuer |
| (a) | Title of Class of Securities:
Common Stock |
| (b) | Name of Issuer:
Allied Gaming & Entertainment Inc. |
| (c) | Address of Issuer's Principal Executive Offices:
745 FIFTH AVENUE, SUITE 500, NEW YORK,
NEW YORK
, 10151. |
| Item 2. | Identity and Background |
| (a) | David Lee |
| (b) | 24285 Katy Freeway, Suite 300
Katy, Texas 77494 |
| (c) | Digitas Global LLC
dba Net Financial
24285 Katy Freeway, Suite 300
Katy, Texas 77494 |
| (d) | No |
| (e) | No |
| (f) | USA |
| Item 3. | Source and Amount of Funds or Other Consideration |
The 3,800,000 shares of AGAE Common Stock were acquired by the Greater Horizon as a charitable contribution from a donor. No funds or other consideration were paid by the DAF in connection with the acquisition of these shares. No part of the acquisition involved any loan, borrowing, or use of other consideration by the DAF or the reporting person for the purpose of acquiring, holding, trading, or voting these securities | |
| Item 4. | Purpose of Transaction |
The acquisition of securities was solely for investment and charitable administration purposes, in connection with a contribution to the donor-advised fund. The reporting persons have no plans or proposals that relate to or would result in any of the actions enumerated in Item 4(a)-(j) of Schedule 13D. Specifically, there are no agreements, understandings, or arrangements with respect to acquiring additional securities, disposing of the securities, initiating any extraordinary corporate transaction, affecting the board or management, changing corporate structure, policies, capitalization, delisting, or taking any action similar to those listed. | |
| Item 5. | Interest in Securities of the Issuer |
| (a) | As of September 11,2025, Greater Horizons beneficially owns 3,800,000 shares of Common Stock of AGAE, representing approximately 10.3% of the outstanding class as reported in recent filing. Such shares are held directly in the donor-advised fund and are not subject to any rights to acquire additional shares, nor are there shares underlying options or other instruments exercisable within 60 days. |
| (b) | 3800000 |
| (c) | No transactions have been effected in the past sixty days or since the most recent Schedule 13D filing by any reporting person. |
| (d) | No person other than the reporting person(s) is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the securities reported herein. |
| (e) | Not applicable. The reporting person remains the beneficial owner of more than five percent of the class of securities as of the date of this filing. |
| Item 6. | Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer |
There are no contracts, arrangements, understandings, or relationships (legal or otherwise) among the persons named in Item 2, or between such persons and any other person, with respect to any securities of the issuer, including, but not limited to, any related to call options, put options, security-based swaps, or other derivative securities, transfer or voting of any of the securities, joint ventures, or other profit-sharing or voting arrangements. | |
| Item 7. | Material to be Filed as Exhibits. |
No material written agreements, contracts, arrangements, or understandings required to be filed as exhibits exist, other than as described above. |
| 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.
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