Hey Luos, so I managed to get it figured out. I was spawning waaaaaaay too many gpu sprites, I have a rain particle using GPU sprites and I wasn’t taking into account how many sprites were actually spawning OVER TIME, so I let my particle system run for a few seconds got the sprite count and multiplied to find I had well over a million gpu sprites going at all times lol.
TL;DR I did some math and fixed some ■■■■ 
thanks for the help sometimes its good to have someone to bounce ideas off of
Emilio “Pariah” Carrillo