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Kustom Entertainment raises authorized shares to 1.2B

Kustom Entertainment, Inc. amended its Articles of Incorporation to increase the number of authorized shares of its capital stock from 11,333,334 to 1,200,000,000 shares.

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Form Type
8-K

Rhea-AI Filing Summary

Kustom Entertainment, Inc. amended its Articles of Incorporation to increase the number of authorized shares of its capital stock from 11,333,334 to 1,200,000,000 shares. The authorized shares comprise 1,000,000,000 shares of common stock and 200,000,000 shares of preferred stock, each with a par value of $0.001 per share. Stockholders approved the amendment at the 2026 annual meeting on October 5, 2026; the company filed it with the Nevada Secretary of State on October 22, 2026.

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year Governance
The company amended its charter documents, bylaws, or changed its fiscal year.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Authorized shares after amendment 1,200,000,000 shares Total authorized capital stock
Previously authorized shares 11,333,334 shares Authorized capital stock before the amendment
Authorized common stock 1,000,000,000 shares Allocation under the amended authorization
Authorized preferred stock 200,000,000 shares Allocation under the amended authorization
Par value $0.001 per share Common and preferred stock
authorized shares financial
"authorized shares of its capital stock"
Authorized shares are the maximum number of shares a company is allowed to issue according to its official plan. Think of it as a company’s set limit on how many pieces of its ownership it can distribute to investors. This number helps investors understand the potential for future growth or change in the company's ownership structure.
par value financial
"par value $0.001 per share"
Par value is the fixed amount printed on a bond or stock that represents its original value when issued. It’s like the face value of a coin or bill—what the issuer promises to pay back or the starting price of a stock—though it often doesn’t change with market prices. It matters because it helps determine certain financial details, like how much the company will pay back at maturity.
preferred stock financial
"200,000,000 shares shall be classified as preferred stock"
Preferred stock is a type of ownership in a company that typically offers investors higher and more consistent dividend payments than common stock. Unlike regular shares, preferred stock usually doesn’t come with voting rights but provides a priority claim on the company’s assets and profits, making it a more stable and predictable investment option. This makes preferred stock attractive to those seeking steady income with lower risk.
Articles of Incorporation technical
"Certificate of Amendment to its Articles of Incorporation"
A formal legal document filed with a government authority that creates a corporation and sets its basic rules — for example the company name, business purpose, how many ownership shares can exist, and who can receive legal notices. It matters to investors because it defines ownership structure, voting rights, and limits on liability, shaping who controls the company and how future shares or dividends can affect an investor’s stake; think of it as the company’s birth certificate and rulebook.

FAQ

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How many shares did KUST authorize?

KUST increased the number of authorized shares of its capital stock from 11,333,334 to 1,200,000,000 shares. The new authorization includes 1,000,000,000 shares of common stock and 200,000,000 shares of preferred stock.

When did KUST stockholders approve the share authorization amendment?

KUST stockholders approved the amendment at the company’s 2026 annual meeting on October 5, 2026. The company filed the amendment with the Nevada Secretary of State on October 22, 2026.

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

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

Form 8-K

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

 

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

 

KUSTOM ENTERTAINMENT, INC.

(Exact Name of Registrant as Specified in Charter)

 

Nevada   001-33899   20-0064269
(State or other Jurisdiction   (Commission   (IRS Employer
of Incorporation)   File Number)   Identification No.)

 

1475 N Winchester St, Olathe, KS 66061

(Address of Principal Executive Offices) (Zip Code)

 

(913) 456-5878

(Registrant’s telephone number, including area code)

 

 

(Former name or former address, if changed since last report)

 

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))

 

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. ☐

 

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

 

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

 

 

 

 

 

 

Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

 

On October 22, 2026, Kustom Entertainment, Inc. (the “Company”) filed a Certificate of Amendment to its Articles of Incorporation with the Secretary of State of the State of Nevada to increase the number of authorized shares of its capital stock that the Company may issue from 11,333,334 shares to 1,200,000,000 shares, of which 1,000,000,000 shares shall be classified as common stock, par value $0.001 per share, and 200,000,000 shares shall be classified as preferred stock, par value $0.001 per share (the “Charter Amendment”).

 

The Charter Amendment was approved by the Company’s stockholders at the Company’s 2026 annual meeting of stockholders held on October 5, 2026 (the “Annual Meeting”). The foregoing description of the Charter Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Charter Amendment, a copy of which is filed as Exhibit 3.1 to this Form 8-K and incorporated in this Item 5.03 by reference.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

3.1 Certificate of Amendment to Kustom Entertainment, Inc.’s Articles of Incorporation, filed with the Secretary of State of the State of Nevada on October 22, 2026.
   
104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

 

 

 

 

SIGNATURES

 

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.

 

Date: October 23, 2026
     
Kustom Entertainment, Inc.
     
By: /s/ Stanton E. Ross  
Name: Stanton E. Ross  
Title: Chairman, President and Chief Executive Officer  

 

 

 

Filing Exhibits & Attachments

7 documents

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