After effects running out of memory while rendering

[Marcus K Blair]

I'm working with a new PC where I've literally doubled everything compared to my previous system in my attempt to avoid this exact situation, (RAM went from 64 gigs to 128 gigs, and upgraded graphics card from 2080 ti (11 gigs) to a 4090 (24 gigs), and a project I'm working on that involves pretty basic compositing is running out of memory either on the GPU or my system memory. The odd thing is I feel like I've done more complicated comps on the older system without this being as much of an issue.

any suggestions?

I have cleared memory and disk cache, disabled my other monitors, disabled effects like neatvideo and lumetri.

the only non first-party app I'm using is Maxon/Red Giant Supercomp which I hope isn't the issue since I'd have to basically restart from scratch