He said “I’m out of his league”

I (F26) have been in a very casual open relationship with this guy (M28) for about 6 months. We basically are best friends and we hook up. Naturally feelings developed and he told me he is pushing me away on purpose and says it’s because I am out of his league and he’s scared of me. He calls me his number one and it bothers me because I’m the only one but he still tries to talk and hook up with other girls. He’s done it 3 times and every one of them was gross and he was disgusted. It’s to the point where Im just so confused and wondering what he’s looking for and why I’m not enough. He ignores me, flakes on me, blatantly says he doesn’t want to see me etc. then the next day doesn’t understand why I’m annoyed or upset. Im exhausted and too old for games. Thoughts?