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[D] DIGITAL ALLY, INC. SEC Filing

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
D
Rhea-AI Filing Summary

Digital Ally, Inc. filed a Form D notice reporting a Rule 506(b) exempt offering of convertible notes convertible into the companys common stock. The issuer set a total offering target of $1,000,000 and reports $750,000 sold with $250,000 remaining to be sold.

The filing identifies executive officers and directors at the issuers Overland Park, Kansas address, lists the offering as a new notice with the first sale on 2025-09-15, indicates the offering will not last more than one year, reports no sales commissions or finders fees, and shows 1 investor has already invested. The convertible note will convert into common stock, par value $0.001 per share.

Positive
  • $750,000 of the $1,000,000 offering has already been sold, showing investor subscription to the raise
  • The securities are issued under Rule 506(b), a common private placement exemption
  • The offering reports $0 sales commissions and $0 finders fees, preserving gross proceeds for the company
  • The note is convertible into common stock, providing investors potential equity upside
Negative
  • The filing shows 1 investor has invested to date, indicating limited investor breadth
  • $250,000 of the offering remains unsold, meaning the raise is not yet fully subscribed

Insights

TL;DR Form D shows a $1.0M Rule 506(b) convertible note offering with $750k sold and no broker fees; modest capital raise.

The filing documents a private securities raise under Rule 506(b) with $750,000 of the $1,000,000 target already sold, leaving $250,000 remaining. The instrument is a convertible note into common stock, which may dilute existing shareholders upon conversion. No sales commissions or finders fees are reported, which preserves proceeds for the company. The filing lists management and confirms one investor has participated to date, consistent with a targeted private placement rather than broad solicitation.

TL;DR Disclosure identifies key officers and confirms internal handling of the offering with management signatures.

The Form D names the chairman/CEO as the authorized signer and lists other officers and directors at the issuers principal address, indicating centralized management oversight of the offering. The filing asserts compliance with Regulation D disqualification representations. Presence of a single investor is noted, and the offering was structured without broker involvement, reducing third-party oversight but also lowering transaction costs. The document provides standard regulatory attestations required for a private placement.

The Securities and Exchange Commission has not necessarily reviewed the information in this filing and has not determined if it is accurate and complete.
The reader should not assume that the information is accurate and complete.

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

Notice of Exempt Offering of Securities

OMB APPROVAL
OMB Number: 3235-0076
Estimated average burden
hours per response: 4.00

1. Issuer's Identity

CIK (Filer ID Number) Previous Names
None
Entity Type
0001342958
DIGITAL ALLY INC
X Corporation
Limited Partnership
Limited Liability Company
General Partnership
Business Trust
Other (Specify)

Name of Issuer
DIGITAL ALLY, INC.
Jurisdiction of Incorporation/Organization
NEVADA
Year of Incorporation/Organization
X Over Five Years Ago
Within Last Five Years (Specify Year)
Yet to Be Formed

2. Principal Place of Business and Contact Information

Name of Issuer
DIGITAL ALLY, INC.
Street Address 1 Street Address 2
6366 COLLEGE BLVD.
City State/Province/Country ZIP/PostalCode Phone Number of Issuer
OVERLAND PARK KANSAS 66211 913-814-7774

3. Related Persons

Last Name First Name Middle Name
Ross Stanton E.
Street Address 1 Street Address 2
6366 College Blvd.
City State/Province/Country ZIP/PostalCode
Overland Park KANSAS 66211
Relationship: X Executive Officer X Director Promoter

Clarification of Response (if Necessary):

Chairman and CEO
Last Name First Name Middle Name
Richie Leroy C.
Street Address 1 Street Address 2
6366 College Blvd.
City State/Province/Country ZIP/PostalCode
Overland Park KANSAS 66211
Relationship: Executive Officer X Director Promoter

Clarification of Response (if Necessary):


Last Name First Name Middle Name
Daughtery D. Duke
Street Address 1 Street Address 2
6366 College Blvd.
City State/Province/Country ZIP/PostalCode
Overland Park KANSAS 66211
Relationship: Executive Officer X Director Promoter

Clarification of Response (if Necessary):


Last Name First Name Middle Name
Heckman Thomas J.
Street Address 1 Street Address 2
6366 College Blvd.
City State/Province/Country ZIP/PostalCode
Overland Park KANSAS 66211
Relationship: X Executive Officer Director Promoter

Clarification of Response (if Necessary):

CFO, Treasurer and Secretary
Last Name First Name Middle Name
Anderson Charles M.
Street Address 1 Street Address 2
6366 College Blvd.
City State/Province/Country ZIP/PostalCode
Overland Park KANSAS 66211
Relationship: Executive Officer X Director Promoter

Clarification of Response (if Necessary):


4. Industry Group

Agriculture
Banking & Financial Services
Commercial Banking
Insurance
Investing
Investment Banking
Pooled Investment Fund
Is the issuer registered as
an investment company under
the Investment Company
Act of 1940?
Yes No
Other Banking & Financial Services
Business Services
Energy
Coal Mining
Electric Utilities
Energy Conservation
Environmental Services
Oil & Gas
Other Energy
Health Care
Biotechnology
Health Insurance
Hospitals & Physicians
Pharmaceuticals
Other Health Care
Manufacturing
Real Estate
Commercial
Construction
REITS & Finance
Residential
Other Real Estate
Retailing
Restaurants
Technology
Computers
Telecommunications
X Other Technology
Travel
Airlines & Airports
Lodging & Conventions
Tourism & Travel Services
Other Travel
Other

5. Issuer Size

Revenue Range OR Aggregate Net Asset Value Range
No Revenues No Aggregate Net Asset Value
$1 - $1,000,000 $1 - $5,000,000
$1,000,001 - $5,000,000 $5,000,001 - $25,000,000
$5,000,001 - $25,000,000 $25,000,001 - $50,000,000
$25,000,001 - $100,000,000 $50,000,001 - $100,000,000
Over $100,000,000 Over $100,000,000
X Decline to Disclose Decline to Disclose
Not Applicable Not Applicable

6. Federal Exemption(s) and Exclusion(s) Claimed (select all that apply)

Rule 504(b)(1) (not (i), (ii) or (iii))
Rule 504 (b)(1)(i)
Rule 504 (b)(1)(ii)
Rule 504 (b)(1)(iii)
X Rule 506(b)
Rule 506(c)
Securities Act Section 4(a)(5)
Investment Company Act Section 3(c)
Section 3(c)(1) Section 3(c)(9)
Section 3(c)(2) Section 3(c)(10)
Section 3(c)(3) Section 3(c)(11)
Section 3(c)(4) Section 3(c)(12)
Section 3(c)(5) Section 3(c)(13)
Section 3(c)(6) Section 3(c)(14)
Section 3(c)(7)

7. Type of Filing

X New Notice Date of First Sale 2025-09-15 First Sale Yet to Occur
Amendment

8. Duration of Offering

Does the Issuer intend this offering to last more than one year?
Yes X No

9. Type(s) of Securities Offered (select all that apply)

Equity Pooled Investment Fund Interests
X Debt Tenant-in-Common Securities
X Option, Warrant or Other Right to Acquire Another Security Mineral Property Securities
X Security to be Acquired Upon Exercise of Option, Warrant or Other Right to Acquire Security X Other (describe)
The convertible note is convertible into the company's common stock, par value $0.001 per share

10. Business Combination Transaction

Is this offering being made in connection with a business combination transaction, such as a merger, acquisition or exchange offer?
Yes X No

Clarification of Response (if Necessary):

11. Minimum Investment

Minimum investment accepted from any outside investor $0 USD

12. Sales Compensation

Recipient
Recipient CRD Number X None
(Associated) Broker or Dealer X None
(Associated) Broker or Dealer CRD Number X None
Street Address 1 Street Address 2
City State/Province/Country ZIP/Postal Code
State(s) of Solicitation (select all that apply)
Check "All States" or check individual States
All States
Foreign/non-US

13. Offering and Sales Amounts

Total Offering Amount $1,000,000 USD
or Indefinite
Total Amount Sold $750,000 USD
Total Remaining to be Sold $250,000 USD
or Indefinite

Clarification of Response (if Necessary):

14. Investors

Select if securities in the offering have been or may be sold to persons who do not qualify as accredited investors, and enter the number of such non-accredited investors who already have invested in the offering.
Regardless of whether securities in the offering have been or may be sold to persons who do not qualify as accredited investors, enter the total number of investors who already have invested in the offering:
1

15. Sales Commissions & Finder's Fees Expenses

Provide separately the amounts of sales commissions and finders fees expenses, if any. If the amount of an expenditure is not known, provide an estimate and check the box next to the amount.

Sales Commissions $0 USD
Estimate
Finders' Fees $0 USD
Estimate

Clarification of Response (if Necessary):

16. Use of Proceeds

Provide the amount of the gross proceeds of the offering that has been or is proposed to be used for payments to any of the persons required to be named as executive officers, directors or promoters in response to Item 3 above. If the amount is unknown, provide an estimate and check the box next to the amount.

$0 USD
Estimate

Clarification of Response (if Necessary):

Signature and Submission

Please verify the information you have entered and review the Terms of Submission below before signing and clicking SUBMIT below to file this notice.

Terms of Submission

In submitting this notice, each issuer named above is:
  • Notifying the SEC and/or each State in which this notice is filed of the offering of securities described and undertaking to furnish them, upon written request, in the accordance with applicable law, the information furnished to offerees.*
  • Irrevocably appointing each of the Secretary of the SEC and, the Securities Administrator or other legally designated officer of the State in which the issuer maintains its principal place of business and any State in which this notice is filed, as its agents for service of process, and agreeing that these persons may accept service on its behalf, of any notice, process or pleading, and further agreeing that such service may be made by registered or certified mail, in any Federal or state action, administrative proceeding, or arbitration brought against the issuer in any place subject to the jurisdiction of the United States, if the action, proceeding or arbitration (a) arises out of any activity in connection with the offering of securities that is the subject of this notice, and (b) is founded, directly or indirectly, upon the provisions of: (i) the Securities Act of 1933, the Securities Exchange Act of 1934, the Trust Indenture Act of 1939, the Investment Company Act of 1940, or the Investment Advisers Act of 1940, or any rule or regulation under any of these statutes, or (ii) the laws of the State in which the issuer maintains its principal place of business or any State in which this notice is filed.
  • Certifying that, if the issuer is claiming a Regulation D exemption for the offering, the issuer is not disqualified from relying on Rule 504 or Rule 506 for one of the reasons stated in Rule 504(b)(3) or Rule 506(d).

Each Issuer identified above has read this notice, knows the contents to be true, and has duly caused this notice to be signed on its behalf by the undersigned duly authorized person.

For signature, type in the signer's name or other letters or characters adopted or authorized as the signer's signature.

Issuer Signature Name of Signer Title Date
DIGITAL ALLY, INC. /s/ Stanton E. Ross Stanton E. Ross Chairman and CEO 2025-09-26

Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.

* This undertaking does not affect any limits Section 102(a) of the National Securities Markets Improvement Act of 1996 ("NSMIA") [Pub. L. No. 104-290, 110 Stat. 3416 (Oct. 11, 1996)] imposes on the ability of States to require information. As a result, if the securities that are the subject of this Form D are "covered securities" for purposes of NSMIA, whether in all instances or due to the nature of the offering that is the subject of this Form D, States cannot routinely require offering materials under this undertaking or otherwise and can require offering materials only to the extent NSMIA permits them to do so under NSMIA's preservation of their anti-fraud authority.


FAQ

What amount is Digital Ally (DGLY) seeking to raise in this Form D filing?

The filing sets a total offering amount of $1,000,000.

How much has Digital Ally already sold in the offering?

Digital Ally reports $750,000 sold and $250,000 remaining to be sold.

Under which exemption was the offering made?

The offering was made under Rule 506(b) of Regulation D.

What type of security is being offered by Digital Ally?

The offering is a convertible note that is convertible into the companys common stock, par value $0.001 per share.

Were any sales commissions or finders fees paid in this offering?

The filing reports $0 in sales commissions and $0 in finders fees.

How many investors have participated so far?

The filing indicates a total of 1 investor has already invested in the offering.
Digital Ally Inc

NASDAQ:DGLY

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