SEC Form SC 13D/A filed by BitNile Holdings Inc. (Amendment)

9/12/22 6:02:00 AM ET

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SC 13D/A 1 g99220sc13da6.htm AMENDMENT NO. 6

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D

(Rule 13d-101)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT

TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO

§ 240.13d-2(a)

(Amendment No. 6)¹

BitNile Holdings, Inc.

(Name of Issuer)

Class A Common Stock, par value $0.001 per share

(Title of Class of Securities)

26140E501

(CUSIP Number)

MILTON C. AULT, III

c/o Ault Capital Management LLC

11411 Southern Highlands Parkway, Suite 330

Las Vegas, NV 89141

(949) 444-5464

(Name, Address and Telephone Number of Person

Authorized to Receive Notices and Communications)

September 8, 2022

(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 o.

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See § 240.13d-7 for other parties to whom copies are to be sent.

_______________

¹ The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

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).

CUSIP No. 26140E501

1	NAME OF REPORTING PERSON MILTON C. AULT, III
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP	(a) x (b) o
3	SEC USE ONLY
4	SOURCE OF FUNDS AF
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) o
6	CITIZENSHIP OR PLACE OF ORGANIZATION U.S.A.

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER 776,459 ⁽¹⁾
	8	SHARED VOTING POWER 45,347,239 ⁽²⁾
	9	SOLE DISPOSITIVE POWER 776,459 ⁽¹⁾
	10	SHARED DISPOSITIVE POWER 45,347,239 ⁽²⁾

11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 46,123,698
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES o
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 13.88%
14	TYPE OF REPORTING PERSON IN

(1)

Represents (i) 409,792 shares of Common Stock and (ii) 366,667 shares of Common Stock underlying stock options currently exercisable or exercisable within 60 days.

(2)

Represents (i) 42,680,357 shares of Common Stock held by Ault Alpha LP, (ii) 1,658,916 shares of Common Stock held by Ault & Company, Inc., (iii) 94 shares of Common Stock underlying currently exercisable warrants held by Ault & Company, Inc., (iv) 1,000,000 shares of Common Stock purchasable by Ault & Company, Inc. pursuant to a Securities Purchase Agreement entered into on June 11, 2021 between Ault & Company, Inc. and BitNile Holdings, Inc. (formerly, Ault Global Holdings, Inc.), (v) 3,408 shares of Common Stock held by Philou Ventures, LLC, (vi) 2,232 shares of Common Stock underlying currently exercisable warrants held by Philou Ventures, LLC, and (vii) 2,232 shares of Common Stock issuable upon the conversion of 125,000 shares of Series B Preferred Stock held by Philou Ventures, LLC.

CUSIP No. 26140E501

1	NAME OF REPORTING PERSON WILLIAM B. HORNE
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP	(a) x (b) o
3	SEC USE ONLY
4	SOURCE OF FUNDS AF
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) o
6	CITIZENSHIP OR PLACE OF ORGANIZATION U.S.A.

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER 569,973 ⁽¹⁾
	8	SHARED VOTING POWER 0
	9	SOLE DISPOSITIVE POWER 569,973 ⁽¹⁾
	10	SHARED DISPOSITIVE POWER 0

11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 569,973
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES o
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) Less than 1%
14	TYPE OF REPORTING PERSON IN

(1)

Represents (i) 203,306 shares of Common Stock and (ii) 366,667 shares of Common Stock underlying stock options currently exercisable or exercisable within 60 days.

CUSIP No. 26140E501

1	NAME OF REPORTING PERSON HENRY C.W. NISSER
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP	(a) x (b) o
3	SEC USE ONLY
4	SOURCE OF FUNDS AF
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) o
6	CITIZENSHIP OR PLACE OF ORGANIZATION SWEDEN

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER 572,917 ⁽¹⁾
	8	SHARED VOTING POWER 0
	9	SOLE DISPOSITIVE POWER 572,917 ⁽¹⁾
	10	SHARED DISPOSITIVE POWER 0

11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 572,917
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES o
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) Less than 1%
14	TYPE OF REPORTING PERSON IN

(1)

Represents (i) 206,250 shares of Common Stock and (ii) 366,667 shares of Common Stock underlying stock options currently exercisable or exercisable within 60 days.

CUSIP No. 26140E501

1	NAME OF REPORTING PERSON KENNETH S. CRAGUN
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP	(a) x (b) o
3	SEC USE ONLY
4	SOURCE OF FUNDS AF
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) o
6	CITIZENSHIP OR PLACE OF ORGANIZATION U.S.A.

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER 217,708 ⁽¹⁾
	8	SHARED VOTING POWER 0
	9	SOLE DISPOSITIVE POWER 217,708 ⁽¹⁾
	10	SHARED DISPOSITIVE POWER 0

11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 217,708
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES o
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) Less than 1%
14	TYPE OF REPORTING PERSON IN

(1)

Represents (i) 50,000 shares of Common Stock and (ii) 167,708 shares of Common Stock underlying stock options currently exercisable or exercisable within 60 days.

CUSIP No. 26140E501

1	NAME OF REPORTING PERSON AULT ALPHA LP
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP	(a) x (b) o
3	SEC USE ONLY
4	SOURCE OF FUNDS WC
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) o
6	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER 0
	8	SHARED VOTING POWER 42,680,357
	9	SOLE DISPOSITIVE POWER 0
	10	SHARED DISPOSITIVE POWER 42,680,357

11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 42,680,357
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES o
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 12.90%
14	TYPE OF REPORTING PERSON PN

CUSIP No. 26140E501

1	NAME OF REPORTING PERSON AULT ALPHA GP LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP	(a) x (b) o
3	SEC USE ONLY
4	SOURCE OF FUNDS AF
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) o
6	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER 0
	8	SHARED VOTING POWER 42,680,357 ⁽¹⁾
	9	SOLE DISPOSITIVE POWER 0
	10	SHARED DISPOSITIVE POWER 42,680,357 ⁽¹⁾

11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 42,680,357
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES o
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 12.90%
14	TYPE OF REPORTING PERSON OO

(1)

Represents 42,680,357 shares of Common Stock held by Ault Alpha LP.

CUSIP No. 26140E501

1	NAME OF REPORTING PERSON AULT CAPITAL MANAGEMENT LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP	(a) x (b) o
3	SEC USE ONLY
4	SOURCE OF FUNDS AF
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) o
6	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER 0
	8	SHARED VOTING POWER 42,680,357 ⁽¹⁾
	9	SOLE DISPOSITIVE POWER 0
	10	SHARED DISPOSITIVE POWER 42,680,357 ⁽¹⁾

11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 42,680,357
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES o
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 12.90%
14	TYPE OF REPORTING PERSON OO, IA

(1)

Represents 42,680,357 shares of Common Stock held by Ault Alpha LP.

CUSIP No. 26140E501

1	NAME OF REPORTING PERSON PHILOU VENTURES, LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP	(a) x (b) o
3	SEC USE ONLY
4	SOURCE OF FUNDS WC
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) o
6	CITIZENSHIP OR PLACE OF ORGANIZATION Wyoming

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER 0
	8	SHARED VOTING POWER 7,872 ⁽¹⁾
	9	SOLE DISPOSITIVE POWER 0
	10	SHARED DISPOSITIVE POWER 7,872 ⁽¹⁾

11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 7,872
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES o
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) Less than 1%
14	TYPE OF REPORTING PERSON OO

(1)

Represents (i) 3,408 shares of Common Stock, (ii) 2,232 shares of Common Stock underlying currently exercisable warrants held, and (iii) 2,232 shares of Common Stock issuable upon the conversion of 125,000 shares of Series B Preferred Stock held.

CUSIP No. 26140E501

1	NAME OF REPORTING PERSON AULT & COMPANY, INC.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP	(a) x (b) o
3	SEC USE ONLY
4	SOURCE OF FUNDS AF
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) o
6	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER 2,659,010 ⁽¹⁾
	8	SHARED VOTING POWER 42,688,229 ⁽²⁾
	9	SOLE DISPOSITIVE POWER 2,659,010 ⁽¹⁾
	10	SHARED DISPOSITIVE POWER 42,688,229 ⁽²⁾

11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 45,347,239
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES o
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 13.66%
14	TYPE OF REPORTING PERSON CO

(1)

Represents (i) 1,658,916 shares of Common Stock, (ii) 1,000,000 shares of Common Stock purchasable pursuant to a Securities Purchase Agreement entered into on June 11, 2021 with BitNile Holdings, Inc. (formerly, Ault Global Holdings, Inc.), and (iii) 94 shares of Common Stock underlying currently exercisable warrants.

(2)

Represents (i) 42,680,357 shares of Common Stock held by Ault Alpha LP, (ii) 3,408 shares of Common Stock held by Philou Ventures, LLC, (iii) 2,232 shares of Common Stock underlying currently exercisable warrants held by Philou Ventures, LLC, and (iv) 2,232 shares of Common Stock issuable upon the conversion of 125,000 shares of Series B Preferred Stock held by Philou Ventures, LLC.

CUSIP No. 26140E501

The following constitutes Amendment No. 6 to the Schedule 13D filed by the undersigned (“Amendment No. 6”) on October 12, 2021 and amended on November 24, 2021, January 4, 2022, July 11, 2022, August 11, 2022 and August 22, 2022 (the “Schedule 13D”). This Amendment No. 6 amends the Schedule 13D as specifically set forth herein. Except as otherwise specified in this Amendment No. 6, all items in the Schedule 13D are unchanged. All capitalized terms used in this Amendment No. 6 and not otherwise defined herein have the meanings ascribed to such terms in the Schedule 13D.

Item 3.

Source and Amount of Funds or Other Consideration.

Item 3 of the Schedule 13D is hereby amended and restated in its entirety as follows:

The 42,680,357 Shares purchased by Ault Alpha were purchased with its working capital. Ault Alpha expended an aggregate of $26,137,546.86 for the purchase of the Shares. The stock options owned by Messrs. Ault, Horne, Nisser and Cragun were awarded to them in their capacities as officers and/or directors of the Issuer. The Shares owned directly by Messrs. Nisser and Cragun were issued upon vesting of restricted stock units awarded to them in their capacities as officers and/or directors of the Issuer. 201,250 Shares owned directly by Mr. Ault were issued upon vesting of restricted stock units awarded to him in his capacity as an officer and director of the Issuer, and the aggregate purchase price for the other 208,542 Shares owned directly by Mr. Ault is $141,993.88. 201,250 Shares owned directly by Mr. Horne were issued upon vesting of restricted stock units awarded to him in his capacity as an officer and director of the Issuer, and the aggregate purchase price for the other 2,056 Shares owned directly by Mr. Horne is $11,015.

The aggregate purchase price of the 3,408 Shares owned directly by Philou Ventures is approximately $1,508,000. The aggregate purchase price of the 125,000 shares of Series B Preferred Stock exercisable into 2,232 Shares and warrants currently exercisable into 2,232 Shares owned directly by Philou Ventures is approximately $1,250,000.

The aggregate purchase price of the 1,658,916 Shares and warrants currently exercisable into 94 Shares owned directly by Ault & Company is approximately $2,578,000.

Item 5.

Interest in Securities of the Issuer.

Item 5 of the Schedule 13D is hereby amended and restated in its entirety as follows:

The aggregate percentage of Shares reported owned by each Reporting Person is based upon 330,961,668 Shares outstanding, which is the total number of Shares outstanding as of September 9, 2022, as reported by the Issuer to the Reporting Persons.

Milton C. Ault, III

(a)

As of the date hereof, Mr. Ault may be deemed to beneficially own 46,123,698 Shares, consisting of (i) 409,792 shares of Common Stock, (ii) 366,667 shares of Common Stock underlying stock options currently exercisable or exercisable within 60 days, (iii) 42,680,357 shares of Common Stock held by Ault Alpha, (iv) 1,658,916 shares of Common Stock held by Ault & Company, (v) 94 shares of Common Stock underlying currently exercisable warrants held by Ault & Company, (vi) 1,000,000 shares of Common Stock purchasable pursuant to a Securities Purchase Agreement entered into on June 11, 2021 between Ault & Company and the Issuer, (vii) 3,408 shares of Common Stock held by Philou Ventures, (viii) 2,232 shares of Common Stock underlying currently exercisable warrants held by Philou Ventures, and (ix) 2,232 shares of Common Stock issuable upon the conversion of 125,000 shares of Series B Preferred Stock held by Philou Ventures. Mr. Ault may be deemed to beneficially own the Shares owned directly by Ault Alpha LP, Ault & Company, Inc. and Philou Ventures by virtue of his relationships with such entities described in Item 2.

CUSIP No. 26140E501

Percentage: 13.88%

(b)

1. Sole power to vote or direct vote: 776,459

2. Shared power to vote or direct vote: 45,347,239

3. Sole power to dispose or direct the disposition: 776,459

4. Shared power to dispose or direct the disposition: 45,347,239

(c)

Other than the transactions in the Shares by Mr. Ault as previously disclosed or as set forth on Schedule A and incorporated herein by reference, Mr. Ault has not entered into any transactions in the Shares during the past sixty days.

William B. Horne

(a)

As of the date hereof, Mr. Horne may be deemed to beneficially own 569,973 Shares, consisting of (i) 203,306 shares of Common Stock and (ii) 366,667 shares of Common Stock underlying stock options currently exercisable or exercisable within 60 days.

Percentage: Less than 1%

(b)

1. Sole power to vote or direct vote: 569,973

2. Shared power to vote or direct vote: 0

3. Sole power to dispose or direct the disposition: 569,973

4. Shared power to dispose or direct the disposition: 0

(c)

Mr. Horne has not entered into any transactions in the Shares during the past sixty days.

Henry C.W. Nisser

(a)

As of the date hereof, Mr. Nisser may be deemed to beneficially own 572,917 Shares, consisting of (i) 206,250 shares of Common Stock and (ii) 366,667 shares of Common Stock underlying stock options currently exercisable or exercisable within 60 days.

Percentage: Less than 1%

(b)

1. Sole power to vote or direct vote: 572,917

2. Shared power to vote or direct vote: 0

3. Sole power to dispose or direct the disposition: 572,917

4. Shared power to dispose or direct the disposition: 0

(c)

Mr. Nisser has not entered into any transactions in the Shares during the past sixty days.

CUSIP No. 26140E501

Kenneth S. Cragun

(a)

As of the date hereof, Mr. Cragun may be deemed to beneficially own 217,708 Shares, consisting of (i) 50,000 shares of Common Stock and (ii) 167,708 shares of Common Stock underlying stock options currently exercisable or exercisable within 60 days.

Percentage: Less than 1%

(b)

1. Sole power to vote or direct vote: 217,708

2. Shared power to vote or direct vote: 0

3. Sole power to dispose or direct the disposition: 217,708

4. Shared power to dispose or direct the disposition: 0

(c)

Mr. Cragun has not entered into any transactions in the Shares during the past sixty days.

Ault Alpha

(a)

As of the date hereof, Ault Alpha owned directly 42,680,357 Shares.

Percentage: 12.90%

(b)

1. Sole power to vote or direct vote: 0

2. Shared power to vote or direct vote: 42,680,357

3. Sole power to dispose or direct the disposition: 0

4. Shared power to dispose or direct the disposition: 42,680,357

(c)

Other than the transactions in the Shares by Ault Alpha as previously disclosed or as set forth on Schedule B and incorporated herein by reference, Ault Alpha has not entered into any transactions in the Shares during the past sixty days.

Ault Alpha GP

(a)

As of the date hereof, Ault Alpha GP may be deemed to beneficially own 42,680,357 Shares, consisting of the Shares owned directly by Ault Alpha. Ault Alpha GP may be deemed to beneficially own the Shares owned directly by Ault Alpha by virtue of its relationship with such entity described in Item 2.

Percentage: 12.90%

(b)

1. Sole power to vote or direct vote: 0

2. Shared power to vote or direct vote: 42,680,357

3. Sole power to dispose or direct the disposition: 0

4. Shared power to dispose or direct the disposition: 42,680,357

(c)

Ault Alpha GP has not entered into any transactions in the Shares during the past sixty days.

Ault Capital Management

(a)

As of the date hereof, Ault Capital Management may be deemed to beneficially own 42,680,357 Shares, consisting of the Shares owned directly by Ault Alpha. Ault Capital Management may be deemed to beneficially own the Shares owned directly by Ault Alpha by virtue of its relationship with such entity described in Item 2.

CUSIP No. 26140E501

Percentage: 12.90%

(b)

1. Sole power to vote or direct vote: 0

2. Shared power to vote or direct vote: 42,680,357

3. Sole power to dispose or direct the disposition: 0

4. Shared power to dispose or direct the disposition: 42,680,357

(c)

Ault Capital Management has not entered into any transactions in the Shares during the past sixty days.

Philou Ventures

(d)

As of the date hereof, Philou Ventures may be deemed to beneficially own 7,872 Shares, consisting of (i) 3,408 shares of Common Stock, (ii) 2,232 shares of Common Stock underlying currently exercisable warrants held, and (iii) 2,232 shares of Common Stock issuable upon the conversion of 125,000 shares of Series B Preferred Stock held.

Percentage: Less than 1%

(e)

1. Sole power to vote or direct vote: 0

2. Shared power to vote or direct vote: 7,872

3. Sole power to dispose or direct the disposition: 0

4. Shared power to dispose or direct the disposition: 7,872

(f)

Philou Ventures has not entered into any transactions in the Shares during the past sixty days.

Ault & Company

(a)

As of the date hereof, Ault & Company may be deemed to beneficially own 45,347,239 Shares, consisting of (i) 1,658,916 shares of Common Stock, (ii) 94 shares of Common Stock underlying currently exercisable warrants, (iii) 1,000,000 shares of Common Stock purchasable pursuant to a Securities Purchase Agreement entered into on June 11, 2021 with the Issuer, (iv) 42,680,357 shares of Common Stock held by Ault Alpha, (v) 3,408 shares of Common Stock held by Philou Ventures, (vi) 2,232 shares of Common Stock underlying currently exercisable warrants held by Philou Ventures, and (vii) 2,232 shares of Common Stock issuable upon the conversion of 125,000 shares of Series B Preferred Stock held by Philou Ventures. Ault & Company may be deemed to beneficially own the Shares owned directly by Ault Alpha by virtue of its relationships with such entities described in Item 2.

Percentage: 13.66%

(b)

1. Sole power to vote or direct vote: 2,659,010

2. Shared power to vote or direct vote: 42,688,229

3. Sole power to dispose or direct the disposition: 2,659,010

4. Shared power to dispose or direct the disposition: 42,688,229

CUSIP No. 26140E501

(c)

Ault & Company has not entered into any transactions in the Shares during the past sixty days.

The filing of this Schedule 13D shall not be deemed an admission that the Reporting Persons are, for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, the beneficial owners of any securities of the Issuer that he or it does not directly own. Each of the Reporting Persons specifically disclaims beneficial ownership of the securities reported herein that he or it does not directly own.

(d)

No person other than the Reporting Persons is known to have the right to receive, or the power to direct the receipt of dividends from, or proceeds from the sale of, the Shares.

(e)

Not applicable.

CUSIP No. 26140E501

SIGNATURES

After reasonable inquiry and to the best of his knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

Dated: September 12, 2022

	AULT ALPHA LP
/s/ Milton C. Ault, III
MILTON C. AULT, III	By:	/s/ Milton C. Ault, III
		Name:	Milton C. Ault, III
		Title:	CEO of Ault Capital Management LLC, the Managing Member of Ault Alpha GP LP, the General Partner

	AULT ALPHA GP LP
/s/ William B. Horne
WILLIAM B. HORNE	By:	/s/ Milton C. Ault, III
		Name:	Milton C. Ault, III
		Title:	CEO of Ault Capital Management LLC, the Managing Member

	AULT CAPITAL MANAGEMENT LLC
/s/ Henry C.W. Nisser
HENRY C.W. NISSER	By:	/s/ Milton C. Ault, III
		Name:	Milton C. Ault, III
		Title:	Chief Executive Officer

	AULT & COMPANY, INC.
/s/ Kenneth S. Cragun
KENNETH S. CRAGUN	By:	/s/ Milton C. Ault, III
		Name:	Milton C. Ault, III
		Title:	Chief Executive Officer

PHILOU VENTURES, LLC

By:	/s/ Milton C. Ault, III
	Name:	Milton C. Ault, III
	Title:	CEO of Ault & Company, Inc., the Managing Member

CUSIP No. 26140E501

SCHEDULE A

Transactions in the Shares of Common Stock During the Last Sixty Days

Milton C. Ault, III

Nature of the Transaction	Shares of Common Stock Purchased / (Sold)	Price Per Share ($)	Date of Transaction
Purchase of Common Stock	10,000	0.30	08/23/2022
Purchase of Common Stock	15,000	0.304	08/24/2022
Purchase of Common Stock	17,000	0.3087	08/25/2022
Purchase of Common Stock	52,000	0.293	08/26/2022
Purchase of Common Stock	16,750	0.2968	08/30/2022
Purchase of Common Stock	11,750	0.2961	08/31/2022
Purchase of Common Stock	10,000	0.2889	09/01/2022
Purchase of Common Stock	11,000	0.2867	09/07/2022

CUSIP No. 26140E501

SCHEDULE B

Transactions in the Shares of Common Stock During the Last Sixty Days

Ault Alpha LP

Nature of the Transaction	Shares of Common Stock Purchased / (Sold)	Price Per Share ($)	Date of Transaction
Purchase of Common Stock	435,694	0.3086	08/23/2022
Purchase of Common Stock	882,028	0.3119	08/29/2022
Purchase of Common Stock	250,000	0.3089	08/30/2022
Purchase of Common Stock	325,000	0.3102	08/31/2022
Purchase of Common Stock	160,000	0.3102	09/01/2022
Purchase of Common Stock	618,343	0.3057	09/06/2022
Purchase of Common Stock	220,684	0.2938	09/07/2022
Purchase of Common Stock	160,973	0.3057	09/08/2022

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SEC Form SC 13D/A filed by BitNile Holdings Inc. (Amendment)

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Insider Trading

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Ault Milton C Iii bought $3,909 worth of 13% Series D Cumulative Redeemable Perpetual Preferred Stock (178 units at $21.96) (SEC Form 4)

Ault Milton C Iii bought $31,136 worth of shares (350,144 units at $0.09), increasing direct ownership by 115% to 6,539 units (SEC Form 4)

Ault Alliance, Inc. sold $300 worth of shares (25,000 units at $0.01) (SEC Form 4)

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Insider Purchases

Insider purchases reveal critical bullish sentiment about the company from key stakeholders. See them live in this feed.

Ault Milton C Iii bought $3,909 worth of 13% Series D Cumulative Redeemable Perpetual Preferred Stock (178 units at $21.96) (SEC Form 4)

Ault Milton C Iii bought $31,136 worth of shares (350,144 units at $0.09), increasing direct ownership by 115% to 6,539 units (SEC Form 4)

$NILE
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Ault Alpha Has Purchased 50 Million Shares of Common Stock of BitNile Holdings, Inc.

BitNile Holdings Announces Postponement of the Distribution of Securities of Imperalis Holding

BitNile.com to Launch March 1, 2023

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Large Ownership Changes

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