Allied Gaming & Entertainment Inc. 8-K

What Happened
Allied Gaming & Entertainment Inc. announced on Form 8-K (filed Feb 4, 2026) that at a Special Meeting of Stockholders on January 30, 2026, stockholders voted in a non-binding advisory ballot to approve the Board’s preliminary determination that Knighted Pastures LLC and Roy Choi, by forming a group with Naomi Choi and Yiu‑Ting So (the “Knighted Group”), became an “Acquiring Person” under the Rights Agreement dated February 9, 2024. Stockholders also voted that the triggering of the Rights Agreement by the Knighted Group was not inadvertent.

Key Details

• Vote totals: For 19,310,346; Against 1,882,689; Abstain 24,460; Broker Non-Vote: N/A.
• The vote was advisory (non-binding) and concerned the Rights Agreement between the Company and Continental Stock Transfer & Trust Company (rights agent), dated Feb 9, 2024.
• Parties identified: Knighted Pastures LLC, Roy Choi, Naomi Choi, and Yiu‑Ting So.
• A press release announcing the results was furnished as Exhibit 99.1 (dated Feb 2, 2026).

Why It Matters
The vote shows a clear majority of shareholders supported the Board’s preliminary determination that a triggering event under the Rights Agreement occurred and that it was not inadvertent. Although advisory and not legally binding, the outcome signals stockholder backing for the Board’s position and may precede actions under the Rights Agreement intended to address an acquiring person determination. Investors should monitor further company disclosures for any implementation steps or effects on shareholder rights.