Allied Gaming enters CEO share issuance & reimbursement deal for $5.9M guarantee; GC gets up to 3M shares

Allied Gaming & Entertainment Inc.

CEO Yangyang Li receives shares equal to 25% of max exposure under his $5.94M personal guarantee of settlement to Knighted Pastures; priced at $0.30/share (30-day VWAP).
Company unconditionally reimburses CEO for any guarantee payments with 8.75% simple interest, effective immediately and independent of share issuance.
General Counsel Xiao Yundan awarded up to 3M shares valued at $0.30 each under 2019 Equity Plan, vesting over 12 months, subject to shareholder approval.
Both issuances need special committee approval, fairness opinion, stockholder vote excluding Li/affiliates, and Nasdaq compliance; shares are restricted under Section 4(a)(2).
CEO guarantee enabled settlement of proxy contest and litigation that threatened company as going concern; obligations payable in three tranches through July 2026.

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