Initial Statement of Beneficial Ownership (Form 3)

FORM 3

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

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(Print or Type Responses)

1. Name and Address of Reporting Person * Madhavji Alykhan 2. Date of Event Requiring Statement (Month/Day/Year) 05/21/2026 3. Issuer Name and Ticker or Trading Symbol RTB Digital, Inc. [RTB] (Last) (First) (Middle) 3111 CAMINO DEL RIO NORTH, SUITE 400 4. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director __X__ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chief Financial Officer 5. If Amendment, Date Original Filed (Month/Day/Year) (Street) SAN DIEGO, CA 92108 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 Beneficially Owned

1.Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5) Common stock, par value $0.001 87,529 I By BFF Ltd.(1) Common stock, par value $0.001 1,361,825 I By BFF II Pte Ltd.(2)

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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Options(3)	08/12/2028	08/12/2035	Common Stock, par value $0.001	182,351	$1.89	I	BFF Ltd.
Stock Options(4)	09/12/2025	08/12/2035	Common Stock, par value $0.001	145,881	$1.89	I	BFF Ltd.
Warrant to purchase common stock(5)	09/24/2026	09/24/2026	Common Stock, par value $0.001	93,197	$4.29	I	BFF II Pte. Ltd.

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Madhavji Alykhan 3111 CAMINO DEL RIO NORTH, SUITE 400 SAN DIEGO, CA 92108	X	X	Chief Financial Officer

Signatures

/s/ Alykhan Madhavji		06/21/2026
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 5(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	BFF Ltd. Is a controlled entity under common control with Mr. Madhavji and, as such, he may be deemed to have beneficial ownership over BFF Ltd.'s entire holding of 87,529 shares of Common Stock. Mr. Madhavji disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, if any.
(2)	The reported securities are directly held by BFF II Pte. Ltd.. Mr. Madhavji serves as a director and authorized signatory of BFF II Pte. Ltd. In such capacity, he may be deemed to have indirect beneficial ownership of the 1,361,825 shares of Common Stock held by BFF II Pte. Ltd.. Mr. Madhavji disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, if any.
(3)	Represents a stock option originally granted by RTB Digital, Inc. on August 12, 2025, which was assumed by the Issuer in connection with the business combination between the Issuer and RTB Digital, Inc. The Reporting Person's interest in this option is held indirectly through BFF Ltd., a controlled entity under common control with Mr. Madhavji, and, as such, he may be deemed to have beneficial ownership over BFF Ltd.'s interest in this stock option. Following the transaction, the option became exercisable for shares of the Issuer's common stock on substantially the same terms as in effect immediately prior to the transaction, with appropriate adjustments to the number of underlying shares and exercise price, and continues to vest in accordance with its original vesting schedule, subject to the Reporting Person's continued service with the Issuer. Mr. Madhavji disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, if any.
(4)	Represents a stock option originally granted by RTB Digital, Inc. on August 12, 2025, which was assumed by the Issuer in connection with the business combination between the Issuer and RTB Digital, Inc. The Reporting Person's interest in this option is held indirectly through BFF Ltd., a controlled entity under common control with Mr. Madhavji, and, as such, he may be deemed to have beneficial ownership over BFF Ltd.'s interest in this stock option. Following the transaction, the option became exercisable for shares of the Issuer's common stock on substantially the same terms as in effect immediately prior to the transaction, with appropriate adjustments to the number of underlying shares and exercise price, and continues to vest in accordance with its original vesting schedule, subject to the Reporting Person's continued service with the Issuer. Mr. Madhavji disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, if any.
(5)	Represents a common stock purchase warrant issued pursuant to the RTB Digital, Inc. Securities Purchase Agreement dated September 24, 2025, which became exercisable upon the closing of the business combination between the Issuer. and RTB Digital, Inc. and is exercisable for up to 93,197 shares of the Issuer's common stock for twelve months following such closing, subject to adjustments as provided therein. Mr. Madhavji disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, if any.

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