Sec Form 3/A Filing - AULT MILTON C III @ BitNile Metaverse, Inc. - 2023-08-22

FORM 3/A Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person AULT MILTON C III 2. Issuer Name and Ticker or Trading Symbol BitNile Metaverse, Inc. [ BNMV] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 11411 SOUTHERN HIGHLANDS PARKWAY, SUITE 240 3. Date of Earliest Transaction (MM/DD/YY) 08/22/2023 (Street) LAS VEGAS, NV89141 4. If Amendment, Date Original Filed (MM/DD/YY) 08/25/2023 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 148,462 I By Ault Lending, LLC ( 1 ) Common Stock 28,000 I By Ault Alpha LP ( 2 ) Common Stock 1,600 D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Series A Convertible Redeemable Preferred Stock $ 7.5 ( 6 ) 06/08/2022 ( 3 ) Common Stock 1,274,000 ( 4 ) ( 5 ) I By Ault Lending, LLC ( 1 ) Series B Convertible Preferred Stock $ 7.5 ( 8 ) 03/06/2023 ( 3 ) Common Stock 11,516,667 ( 5 ) ( 7 ) I By Ault Alliance, Inc. ( 9 ) Series C Convertible Preferred Stock $ 7.5 ( 8 ) ( 10 ) ( 3 ) Common Stock 433,334 ( 5 ) ( 11 ) I By Ault Alliance, Inc. ( 9 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other AULT MILTON C III 11411 SOUTHERN HIGHLANDS PARKWAY SUITE 240 LAS VEGAS, NV89141 X Signatures By: /s/ Milton C. Ault, III 08/25/2023 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Ault Lending, LLC ("Ault Lending") is a wholly owned subsidiary of Ault Alliance, Inc ("AAI"). The Reporting Person is the Executive Chairman of AAI and is deemed to have voting and investment power with respect to the securities held of record by Ault Lending. ( 2 )Milton C. Ault, III, is the Manager of Ault Alpha GP LLC ("Ault GP") and Ault Capital Management LLC ("AC Management"). Ault GP and AC Management are the general partner and investment manager to Ault Alpha LP ("Ault Alpha"), respectively. As such, Mr. Ault is deemed to beneficially own the shares held by Ault Alpha. ( 3 )The preferred stock has no expiration date. ( 4 )This reflects the maximum number of shares of common stock that may be issued upon conversion of all shares of Series A Convertible Preferred Stock currently owned by the Reporting Person. However, (i) the Series A Convertible Preferred Stock may not be converted if such conversion would result in the Reporting Person beneficially owning more than 4.99% of the total number of shares of common stock of the Issuer outstanding at the time of conversion, and (ii) until such time as the transaction, including the issuance of all such possible shares of common stock upon conversion of the Series A Convertible Preferred Stock is approved by the Issuer's shareholders, the Reporting Person is prohibited from converting the Series A Convertible Preferred Stock into more than 19.9% of the total number of shares of common stock of the Issuer outstanding as of June 8, 2022. ( 5 )In addition, this number of shares of common stock does not include shares of common stock that may be issued in lieu of cash for dividend payments. ( 6 )The conversion price is the lesser of (1) $30.00 and (2) the higher of (A) 80% of the 10-day daily volume weighted average price and (B) $7.50 ( 7 )This reflects the maximum number of shares of common stock that may be issued upon conversion of all shares of Series B Convertible Preferred Stock currently owned by the Reporting Person. The Series B Convertible Preferred Stock is not convertible until one day after the record date for shareholder approval of the Share Exchange Agreement, as amended, pursuant to which the Series B Convertible Preferred Stock was issued. Until such time as the issuance of all such possible shares of common stock upon conversion of the Series B Convertible Preferred Stock is approved by the Issuer's shareholders, the Reporting Person, along with other holders of preferred stock issued in the transaction that closed on March 6, 2023, are prohibited from converting the Series B Convertible Preferred Stock (and other securities beneficially owned by the Reporting Person) into more than 19.9% of the total number of shares of common stock of the Issuer outstanding as of March 6, 2023. ( 8 )The conversion price will be subject to certain adjustments, including potential downward adjustment if the Issuer closes a qualified financing resulting in at least $25,000,000 in gross proceeds at a price per share that is lower than the conversion price then in effect. ( 9 )The Reporting Person is the Executive Chairman of AAI and is deemed to have voting and investment power with respect to the securities held of record by AAI. ( 10 )The Series C Convertible Preferred Stock is not convertible until one day after the record date for shareholder approval of the share exchange agreement, as amended, pursuant to which the Series C Convertible Preferred Stock was issued. ( 11 )This reflects the maximum number of shares of common stock that may be issued upon conversion of all shares of Series C Convertible Preferred Stock currently owned by Reporting Person. However, (i) the Series C Convertible Preferred Stock may not be converted if such conversion would result in the Reporting Person beneficially owning more than 4.99% of the total number of shares of common stock of the Issuer outstanding at the time of conversion, and (ii) until such time as the transaction, including the issuance of all such possible shares of common stock upon conversion of the Series C Convertible Preferred Stock is approved by the Issuer's shareholders, the Reporting Person is prohibited from converting the Series C Convertible Preferred Stock into more than 19.9% of the total number of shares of common stock of the Issuer outstanding as of March 6, 2023.

Remarks: This Form 3 amendment is being filed solely to correct the number of shares of common stock indirectly held by Ault Alpha LP. The original Form 3 reflected 3,000 shares and inadvertently omitted an additional 25,000 shares held in a separate brokerage account. As such, this amendment reflects a total of 28,0000 shares held by such entity.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

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