KUSTOM ENTERTAINMENT, INC. Fair Value Disclosure
NOTE 11. FAIR VALUE MEASUREMENT
In accordance with ASC Topic 820 — Fair Value Measurements and Disclosures (“ASC 820”), the Company utilizes the market approach to measure fair value for its financial assets and liabilities. The market approach uses prices and other relevant information generated by market transactions involving identical or comparable assets, liabilities or a group of assets or liabilities, such as a business.
ASC 820 utilizes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The following is a brief description of those three levels:
| ● | Level 1 — Quoted prices in active markets for identical assets and liabilities |
| ● | Level 2 — Other significant observable inputs (including quoted prices in active markets for similar assets or liabilities) |
| ● | Level 3 — Significant unobservable inputs (including the Company’s own assumptions in determining the fair value) |
The following table represents the Company’s hierarchy for its financial assets and liabilities measured at fair value on a recurring basis as of December 31, 2025 and December 31, 2024:
| December 31, 2025 | ||||||||||||||||
| Level 1 | Level 2 | Level 3 | Total | |||||||||||||
| Liabilities: | ||||||||||||||||
| Warrant derivative liabilities | $ | $ | $ | 852,844 | $ | 852,844 | ||||||||||
| $ | $ | $ | 852,844 | $ | 852,844 | |||||||||||
| December 31, 2024 | ||||||||||||||||
| Level 1 | Level 2 | Level 3 | Total | |||||||||||||
| Liabilities: | ||||||||||||||||
| Warrant derivative liabilities | $ | $ | $ | 4,554,640 | $ | 4,554,640 | ||||||||||
| $ | $ | $ | 4,554,640 | $ | 4,554,640 | |||||||||||
The following table represents the change in Level 3 tier value measurements for warrant derivative liabilities:
Year Ended December 31, 2025 | ||||
| Balance, December 31, 2024 | $ | 4,554,640 | ||
| Issuance of pre-funded warrant derivative liabilities in February 2025 public equity offering | 1,803 | |||
| Issuance/Activation of Series A Warrants issued in connection with the February 2025 public equity offering | 1,340,214 | |||
| Issuance/Activation of Series B Warrants issued in connection with the February 2025 public equity offering | 5,406,408 | |||
Issuance of derivative liabilities in connection with the 2025 Senior Secured Convertible Notes | 852,675 | |||
| Transition of warrant derivative liability to equity due to exercise of pre-funded warrant derivative liabilities in February 2025 public equity offering | (1,803 | ) | ||
| Transition of warrant derivative liability to equity due to exercise of Series B common stock purchase warrants issued in June 2024 Private Placement | (1,989,806 | ) | ||
| Transition of warrant derivative liability to equity due to exercise of Series B common stock purchase warrants issued in February 2025 Public Equity Offering | (5,406,320 | ) | ||
| Transition of warrant derivative liability to equity due to elimination of net cash settlement provisions relative to the Series A common stock purchase warrants issued in February 2025 Public Equity Offering | (530,101 | ) | ||
Change in fair value of bifurcated embedded derivative liabilities | (43,250 | ) | ||
| Change in fair value of warrant derivative liabilities | (3,331,616 | ) | ||
| Balance, December 31, 2025 | $ | 852,844 | ||
Year Ended December 31, 2024 | ||||
| Balance, December 31, 2023 | $ | 1,369,738 | ||
| Issuance of Series A and pre-funded warrant
derivative liabilities in June 2024 Private Placement | 2,075,300 | |||
| Issuance of Series B warrant derivative liabilities in June 2024 Private Placement upon Stockholder Approval | 454,150 | |||
| Transition of warrant derivative liability to equity due to exercise of common stock purchase warrants | (584,955 | ) | ||
| Change in fair value of warrant derivative liabilities | 1,240,407 | |||
| Balance, December 31, 2024 | $ | 4,554,640 | ||
Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Apr 13, 2026 | Showing above |
| 2024 | May 2, 2025 | |
| 2023 | Apr 1, 2024 | |
| 2022 | Mar 31, 2023 | |
| 2021 | Apr 15, 2022 | |
| 2020 | Mar 31, 2021 | |
| 2019 | Apr 6, 2020 | |
| 2018 | Mar 29, 2019 | |
| 2017 | Apr 13, 2018 | |
| 2016 | Mar 28, 2017 | |
| 2015 | Mar 7, 2016 | |
About Fair Value Disclosures
Fair value disclosures classify all assets and liabilities measured at fair value into a three-level hierarchy: Level 1 (quoted market prices), Level 2 (observable inputs like yield curves), and Level 3 (unobservable inputs requiring management estimates). The proportion of Level 3 assets directly reflects how much of the balance sheet depends on internal models rather than market evidence.
Key signals: a growing Level 3 balance relative to total fair-value assets increases valuation uncertainty and earnings volatility risk. Watch for transfers between levels — assets moving from Level 2 to Level 3 often signal deteriorating market liquidity. Unrealized gains and losses on Level 3 positions flow through earnings or other comprehensive income, so large swings deserve scrutiny. For financial institutions, examine the sensitivity disclosures that show how Level 3 valuations change under alternative assumptions. Compare the fair value of debt against its carrying amount to gauge hidden leverage.