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Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
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SCHEDULE 13D/A 0001193805-26-000067 0002079674 XXXXXXXX LIVE 2 Common Stock, $0.00001 par value per share 02/03/2026 false 0001829794 92864V608 Empery Digital Inc. 3121 EAGLES NEST, SUITE 120 ROUND ROCK TX 78665 GABRIEL GLIKSBERG 786-519-0995 ATG CAPITAL MANAGEMENT LP 16690 Collins Avenue Sunny Isles Beach FL 33160 0002079674 N ATG Capital Opportunities Fund LP WC N DE 0.00 4500000.00 0.00 4500000.00 4500000.00 N 12.3 PN Y ATG Capital Management LP AF N DE 0.00 4500000.00 0.00 4500000.00 4500000.00 N 12.3 PN Y ATG Capital Management GP LLC AF N DE 0.00 4500000.00 0.00 4500000.00 4500000.00 N 12.3 OO 0002034212 N Gabriel Gliksberg AF N X1 0.00 4500000.00 0.00 4500000.00 4500000.00 N 12.3 IN Common Stock, $0.00001 par value per share Empery Digital Inc. 3121 EAGLES NEST, SUITE 120 ROUND ROCK TX 78665 The following constitutes Amendment No. 2 to the Schedule 13D filed by the undersigned ("Amendment No. 2"). This Amendment No. 2 amends the Schedule 13D as specifically set forth herein. Item 3 is hereby amended and restated to read as follows: The securities of the Issuer purchased by ATG Fund were purchased with working capital, which may include borrowings under portfolio margin agreements with ATG Fund's custodians. Positions in the Shares may be held in margin accounts and may be pledged as collateral security for the repayment of debit balances in such accounts. Since other securities may be held in such margin accounts, it may not be possible to determine the amounts, if any, of margin used to purchase the Shares. The aggregate purchase price of the 4,500,000 Shares owned directly by ATG Fund is approximately $21,578,487, including brokerage commissions. Item 5(a) is hereby amended and restated to read as follows: The aggregate percentage of Shares reported owned by the Reporting Persons is based upon 36,507,997 Shares outstanding as of January 30, 2026, which is the difference obtained by subtracting (i) 870,240 pre-funded warrants reported as potentially exercisable in the press release attached as Exhibit 99.1 to the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission on February 2, 2026 (the "Press Release"), from (ii) the 37,378,237 Shares outstanding as of January 30, 2026, as disclosed in the Press Release. As of the date hereof, ATG Fund directly beneficially owned 4,500,000 Shares, constituting approximately 12.3% of the Shares outstanding. As of the date hereof, ATG Management may be deemed to beneficially own 4,500,000 Shares, constituting approximately 12.3% of the Shares outstanding. As of the date hereof, ATG GP may be deemed to beneficially own 4,500,000 Shares, constituting approximately 12.3% of the Shares outstanding. As of the date hereof, Mr. Gliksberg may be deemed to beneficially own 4,500,000 Shares, constituting approximately 12.3% of the Shares outstanding. 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 Reporting Person disclaims beneficial ownership of the Shares that he or it does not directly own. Item 5(c) is hereby amended to add the following: The transactions in the securities of the Issuer by the Reporting Persons since the filing of Amendment No. 1 to the Schedule 13D are set forth in Exhibit 1 and are incorporated herein by reference. All of such transactions were effected in the open market unless otherwise indicated. Item 7 is hereby amended to add the following exhibit: 1 - Transactions in the Securities of the Issuer Since the Filing of Amendment No.1 to the Schedule 13D ATG Capital Opportunities Fund LP /s/ Gabriel Gliksberg Gabriel Gliksberg, Managing Member of ATG Capital Management GP LLC, the general partner of ATG Capital Management LP, its investment manager 02/04/2026 ATG Capital Management LP /s/ Gabriel Gliksberg Gabriel Gliksberg, Managing Member of ATG Capital Management GP LLC, its general partner 02/04/2026 ATG Capital Management GP LLC /s/ Gabriel Gliksberg Gabriel Gliksberg, Managing Member 02/04/2026 Gabriel Gliksberg /s/ Gabriel Gliksberg Gabriel Gliksberg 02/04/2026