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    SEC Form NT 10-Q filed by Allied Gaming & Entertainment Inc.

    5/15/25 4:06:22 PM ET
    $AGAE
    Services-Misc. Amusement & Recreation
    Consumer Discretionary
    Get the next $AGAE alert in real time by email
    NT 10-Q 1 agae_nt10q.htm NOTIFICATION OF LATE FILING

    UNITED STATES
    SECURITIES AND EXCHANGE COMMISSION
    Washington, D.C. 20549


    FORM 12b-25
     
    NOTIFICATION OF LATE FILING
    OMB APPROVAL
    OMBNumber:
    3235-0058
    Expires:
    May 31, 2025
    Estimated average burden hours per response
    2.50
    SEC FILE NUMBER

    CUSIP NUMBER


    (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR

     
    For Period Ended: March 31, 2025                                               
      ☐
    Transition Report on Form 10-K
      ☐
    Transition Report on Form 20-F
      ☐ Transition Report on Form 11-K   
      ☐ Transition Report on Form 10-Q  
     
    For the Transition Period Ended:
     
           

    Read Instruction (on back page) Before Preparing Form. Please Print or Type.
    Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.
     
    If the notification relates to a portion of the filing checked above, identify the Item(s) to which the notification relates:



    PART I — REGISTRANT INFORMATION

    Full Name of Registrant: Allied Gaming & Entertainment Inc.
     
     
    Former Name if Applicable: Allied Esports Entertainment, Inc.
     
     
    Address of Principal Executive Office (Street and Number): 745 Fifth Avenue, Suite 500
     
     
    City, State and Zip Code: New York, NY 10151

     
    PART II — RULES 12b-25(b) AND (c)
     
    If the subject report could not be filed without unreasonable effort or expense and the registrant seeks relief pursuant to Rule 12b-25(b), the following should be completed. (Check box if appropriate)

     
    (a) The reasons described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense;
     
     
    ☒
    (b) The subject annual report, semi-annual report, transition report on Form 10-K, Form 20-F, Form 11-K, Form N-CEN or Form N-CSR, or portion thereof, will be filed on or before the fifteenth calendar day following the prescribed due date; or the subject quarterly report or transition report on Form 10-Q or subject distribution report on Form 10-D, or portion thereof will be filed on or before the fifth calendar day following the prescribed due date; and
     
     
     
    (c) The accountant’s statement or other exhibit required by Rule 12b-25(c) has been attached if applicable.
     

    PART III — NARRATIVE
     
    State below in reasonable detail why Forms 10-K, 20-F, 11-K, 10-Q, 10-D, N-CEN, N-CSR, or the transition report or portion thereof, could not be filed within the prescribed time period.
     

    Allied Gaming & Entertainment Inc. (the “Company”) is unable to file, without unreasonable effort or expense, its Quarterly Report on Form 10-Q for the period ended March 31, 2025 (the “Form 10-Q”) within the prescribed time period because the Company has not yet filed its Annual Report on Form 10-K for the fiscal year ended December 31, 2024 (the “Form 10-K”). The delay in filing the Form 10-K has resulted in a corresponding delay in the preparation and finalization of the Form 10-Q. The Company is working diligently to complete and file the Form 10-K, but is currently unable to estimate the timing for such filing.  The Company expects to file the Form 10-Q as soon as practicable after the filing of the Form 10-K.
     
    PART IV — OTHER INFORMATION

    (1) Name and telephone number of person to contact in regard to this notification.
     
    Roy Anderson
     
    (646)
     
    768-4241
    (Name)
     
    (Area Code)
     
    (Telephone Number)
     
    (2) Have all other periodic reports required under Section 13 or 15(d) of the Securities Exchange Act of 1934 or Section 30 of the Investment Company Act of 1940 during the preceding 12 months or for such shorter period that the registrant was required to file such report(s) been filed? If the answer is no, identify report(s).
    Yes ☐ No ☒

    Annual Report on Form 10-K for the fiscal year ended December 31, 2024.

    (3) Is it anticipated that any significant change in results of operations from the corresponding period for the last fiscal year will be reflected by the earnings statements to be included in the subject report or portion thereof?
    Yes ☐ No ☒
     
    If so, attach an explanation of the anticipated change, both narratively and quantitatively, and, if appropriate, state the reasons why a reasonable estimate of the results cannot be made.
     


    Allied Gaming & Entertainment Inc.
    (Name of Registrant as Specified in Charter)
     
    has caused this notification to be signed on its behalf by the undersigned hereunto duly authorized.

    Date  
    May 15, 2025
     
    By  
     /s/ Roy Anderson
       s    
    Roy Anderson
           
    Chief Financial Officer


     

     
    2
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