Kustom Entertainment plans Video Solutions divestiture

Kustom Entertainment, Inc. reported that it has signed a non-binding Memorandum of Understanding with Cycurion, Inc. for a contemplated divestiture of its Video Solutions Segment.

Rhea-AI Filing Summary

Kustom Entertainment, Inc. reported that it has signed a non-binding Memorandum of Understanding with Cycurion, Inc. for a contemplated divestiture of its Video Solutions Segment. This indicates the company is exploring a potential sale or similar transaction involving that business line, though terms and structure are not finalized.

The update comes via a press release attached as an exhibit, and the company emphasizes that statements about the MOU and its business plans are forward-looking and subject to significant risks and uncertainties. There is no assurance the divestiture will be completed or that the company’s stock price will reflect its underlying value.

Insights

Equity strategy analyst

Company explores divesting its Video Solutions Segment via a non-binding MOU.

Kustom Entertainment, Inc. has entered into a non-binding Memorandum of Understanding with Cycurion, Inc. regarding a potential divestiture of its Video Solutions Segment. This signals an intention to reshape the business portfolio, potentially focusing more tightly on other operations such as live event production and related platforms referenced in the forward-looking language.

Because the MOU is explicitly non-binding, there is no certainty that a transaction will close or what consideration or structure might be involved. The company highlights broad risks and uncertainties and notes there is no guarantee the trading price of its common stock will be indicative of its value. Actual impact on the business and shareholders will depend on whether definitive agreements are reached and the terms disclosed in future communications.

8-K Event Classification

2 items: 5.02, 9.01

2 items

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What major step did Kustom Entertainment (KUST) disclose in this 8-K?

Kustom Entertainment, Inc. disclosed that it has entered into a non-binding Memorandum of Understanding with Cycurion, Inc. for a contemplated divestiture of its Video Solutions Segment.

Is the divestiture of Kustom Entertainment's Video Solutions Segment finalized?

No. The company describes the Memorandum of Understanding with Cycurion, Inc. as non-binding, meaning there is no assurance that a definitive divestiture transaction will be completed.

Who is the counterparty to Kustom Entertainment's proposed Video Solutions divestiture?

The contemplated divestiture of the Video Solutions Segment involves a non-binding Memorandum of Understanding between Kustom Entertainment, Inc. and Cycurion, Inc..

What forward-looking risks does Kustom Entertainment highlight regarding the MOU?

The company notes that statements about the MOU, its live event production business, and its proprietary online ticketing platform are forward-looking and subject to risks and uncertainties that could cause actual results to differ materially from expectations.

What does Kustom Entertainment say about its stock price in relation to company value?

Kustom Entertainment cautions that there is no guarantee that the trading price of its common stock will be indicative of the company’s value.

Where can investors find more details about Kustom Entertainment's MOU with Cycurion?

Additional information is provided in the company’s press release dated January 22, 2026, which is attached as Exhibit 99.1 to the report and incorporated by reference.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 01/22/2026 - 09:00 AM EST Learn about SEC filing dates

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): January 22, 2026

Digital Ally, Inc

KUSTOM ENTERTAINMENT, INC.

(Exact name of registrant as specified in its charter)

Nevada		001-33899		20-0064269
(State or other jurisdiction of incorporation or organization)		(Commission File Number)		(I.R.S. Employer Identification Number)

6366 College Blvd., Overland Park, KS 66211

(Address of Principal Executive Offices) (Zip Code)

(913) 814-7774

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, $0.001 par value		KUST		The Nasdaq Capital Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On January 22, 2026, Kustom Entertainment, Inc. (the “Company”) issued a press release announcing that it has entered into a non-binding Memorandum of Understanding (“MOU”) with Cycurion, Inc. regarding the contemplated divestiture of the Company’s Video Solutions Segment, a copy of which is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Forward-Looking Statements

Exhibit 99.1 attached to this Form 8-K contains, and may implicate, forward-looking statements regarding the Company, and includes cautionary statements identifying important factors that could cause actual results to differ materially from those anticipated. Forward-looking statements include all statements that do not relate solely to historical or current facts, including without limitation statements regarding the MOU, references to the live event production business and its proprietary on-line ticketing platform, and can be identified by the use of words such as “may,” “will,” “expect,” “project,” “estimate,” “anticipate,” “plan,” “believe,” “potential,” “should,” “continue” or the negative versions of those words or other comparable words. Forward-looking statements are not guarantees of future actions or performance. These forward-looking statements are based on information currently available to the Company and its current plans or expectations and are subject to a number of risks and uncertainties that could significantly affect current plans. Should one or more of these risks or uncertainties materialize, or the underlying assumptions prove incorrect, actual results may differ significantly from those anticipated, believed, estimated, expected, intended, or planned, including, without limitation, risks and uncertainties related to the MOU, and there being no guarantee that the trading price of the Company’s common stock will be indicate of the Company’s value. Although the Company believes that the expectations reflected in the forward-looking statements are reasonable, the Company cannot guarantee future results, performance, or achievements. Except as required by applicable law, including the security laws of the United States, the Company does not intend to update any of the forward-looking statements to conform these statements to actual results.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number		Description
99.1		Press Release dated January 22, 2026.
104		Cover Page Interactive Data File. (Embedded within the Inline XBRL document.)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: January 22, 2026

Kustom Entertainment, Inc.
By:	/s/ Stanton E. Ross
Name:	Stanton E. Ross
Title:	Chairman, President and Chief Executive Officer