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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 |
|