Knighted Pastures LLC Amends Stake in Allied Gaming & Entertainment

TL;DR

Knighted Pastures LLC just updated their 13D filing for $ALGF - big changes incoming?

AI Summary

Knighted Pastures LLC filed an amendment (No. 14) to its Schedule 13D on November 4, 2024, regarding Allied Gaming & Entertainment Inc. The filing indicates a change in beneficial ownership, with Knighted Pastures LLC now holding a significant stake in the company's common stock.

Why It Matters

This filing signals a potential shift in control or influence over Allied Gaming & Entertainment Inc., which could impact the company's strategic direction and stock performance.

Risk Assessment

Risk Level: medium — Amendments to Schedule 13D filings often indicate significant changes in a major shareholder's position, which can lead to increased volatility and uncertainty.

Key Numbers

• 14 — Amendment Number (Indicates this is the 14th update to the filing.)

Key Players & Entities

• Knighted Pastures LLC (company) — Filing entity
• Allied Gaming & Entertainment Inc. (company) — Subject company
• Allied Esports Entertainment, Inc. (company) — Former company name
• Black Ridge Acquisition Corp. (company) — Former company name

FAQ

Key Financial Figures

• $0.0001 — ame of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securiti

Filing Documents

• sc13da1414248002_11042024.htm (SC 13D/A) — 68KB
• ex991to13da1414248002_110424.htm (EX-99.1) — 14KB
• 0000921895-24-002445.txt ( ) — 85KB

Purpose of Transaction

Item 4. Purpose of Transaction. Item 4 is hereby amended to add the following: On October 31, 2024, the Reporting Persons delivered to the Issuer the Supplement to the Amended and Restated Notice of Nomination for Election as Directors and Submission of Business Proposals at the 2024 Meeting of Stockholders of Issuer (“Supplemental No. 1”). Supplemental No. 1 revised and supplemented certain proposals the Reporting Persons intend to submit to stockholders at the Issuer’s 2024 Annual Meeting, which consisted of proposals to (i) remove for cause Yangyang Li, Yushi Guo and Yuanfei Qu from the Issuer’s board of directors (the “Board”), (ii) to repeal any provision of the Issuer’s Amended and Restated Bylaws (the “Bylaws”) adopted by the Board without stockholder approval subsequent to June 15, 2024, (iii) to amend Article III, Section 3.4 of the Bylaws to add that meetings of the Board may be called by any two (2) directors, (iv) to amend Article III, Section 3.4 of the Bylaws to update the notice procedures required to call a meeting of the Board such that the notice must include a description of the business to be transacted at that meeting of the Board and to remove the ability for the meeting to be called without meeting certain minimum advance notice requirements, (v) to amend Article III of the Bylaws to require supermajority approval of 80% of the directors serving on the Board to adopt certain corporate actions specified therein, and (vi) to amend Article VIII, Section 8.7 of the Bylaws to require supermajority approval of 80% of the directors serving on the Board to amend the Bylaws.

Contracts, Arrangement, Understandings or Relationships with Respect to Securities of the Issuer

Item 6. Contracts, Arrangement, Understandings or Relationships with Respect to Securities of the Issuer.

is hereby amended to

Item 6 is hereby amended to add the following: On October 31, 2024, the Reporting Persons and the individuals nominated by Knighted entered into a Group Agreement (the “Group Agreement”) pursuant to which, among other things, the members of the group (the “Group”) agreed (i) to solicit proxies for the election of certain persons nominated for election to the Board at the 2024 Annual Meeting, including the individuals nominated by Knighted, (ii) that the individuals nominated by Knighted would not transact in the securities of the Issuer without the prior written consent of Knighted, and (iii) that Knighted would bear all approved expenses incurred in connection with the Group’s activities. The foregoing description of the Group Agreement is not complete and is qualified in its entirety by reference to the full text of the Group Agreement, which is attached hereto as Exhibit 99.1 and is incorporated by reference herein.

Material to be Filed as Exhibits

Item 7. Material to be Filed as Exhibits.

is hereby amended to add the following exhibit

Item 7 is hereby amended to add the following exhibit: 99.1 Group Agreement, dated October 31, 2024. 4 CUSIP No. 019170109

SIGNATURES

SIGNATURES 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. Dated: November 4, 2024 /s/ Roy Choi Roy Choi Dated: November 4, 2024 Knighted Pastures, LLC /s/ Roy Choi Name: Roy Choi Title: Manager 5

View Full Filing

View this SC 13D/A filing on SEC EDGAR